Cherry and Atticus's Big Equestrian Adventure
by PerkyGoth14
Summary: No time to explain without revealing too much! Read the story inside, it's much better than I could describe or even hope to begin to do so. Let's just say this involves a surprise callback in the My Little Pony fandom including the big Friendship is Magic big season 9 premiere before the grand series finale that none of us are ready for. Y'all know the drill by now! Read & review!
1. Chapter 1

It seemed to be a normal night after school as Cherry was fast asleep in her bed, though she had very important and powerful seeming dreams, some which were a bit different, though they all had ponies in them, especially one of them who often wanted her dead because of friendship.

"No! Stop!" Cherry cried out and panted, waking up in her bed at home. "Oh, thank goodness..."

Michelle soon rushed into her daughter's room. "Is everything okay?" She asked her daughter.

"Yeah, I just had a bad dream." Cherry told her.

"Oh, my... You aren't scared about graduating, are you?" Michelle asked.

"Uh... I don't think so..." Cherry said, gripping her covers. "I guess I just have a lot on my mind."

"Well, don't worry, everything's going to be just fine," Michelle assured her. "Graduating may seem a little scary, but it's rewarding."

"Yeah... I guess... I'm still a little slow in magic..." Cherry said softly.

"Well, maybe you should ask for help so you don't end up working in the Supernatural Realm for the summer to make up for your grade," Michelle warned. "You know what Mr. Snipe and Ms. Magrooney told you about being the lowest grade in the class."

"Thanks, Mom, that makes me feel so much better..." Cherry deadpanned.

Michelle soon walked off to make some warm tea with honey to soothe her daughter. After some time, the warm tea with honey was ready. Cherry soon came out of bed, coming beside her mother.

"Here... Drink this," Michelle smiled. "It makes you feel better when you get sick."

Cherry shrugged and soon drank the tea even though she only drank tea whenever she felt sick, and where it did help her, although she felt like an adventure was going to happen.

"Better?" Michelle asked.

"Yeah... I think so..." Cherry said. "I'm gonna try to go back to sleep."

"Okay, good night, sweetie." Michelle smiled.

"Night, Mom..." Cherry said, taking one last sip, and soon came into bed, covering herself up under the covers, going back to sleep, but as she was going back to sleep, her dream was the same, and where she wasn't the only one that had the same dream; so did Atticus, Mo, and Patch and the Mane Six. It was a bit of a long night for everybody, and they all wondered about their dreams before the next morning came.

* * *

"Um... Hi, Drell... I know you're a busy man... But... Um... I... Uh..." Cherry stammered as she seemed to be practicing something. "I think I'm ready to learn some advanced magic... Erm... If that's okay with you... I mean... You will... You WILL teach me... Uh... I hope that doesn't sound too forward... I..."

Cherry's cat stared at her and soon hopped off from the bed, walking off since she didn't sound convincing enough to ask for extra help with her magic for after school training/tutoring.

"Ugh! You're right!" Cherry complained. "I have to be more convincing than that."

"Cherry!" Michelle's voice called out. "Hurry up or you'll be late for school!"

"I'm coming!" Cherry called back before sighing to herself. "Ugh... Come on, Cher Bear, you're braver than this..."

* * *

As she left for school, she could see Atticus, Mo, and Patch looking slightly tired.

"Whoa, what happened to you guys?" Cherry asked.

"Couldn't sleep last night; I kept having this bad dream which seemed like a nightmare." Mo groaned.

"You don't say..." Cherry said nervously.

"I had this dream that Uncle Sombra got rid of you when we joined with the Mane Six and I had other choice but to join his side in ruining the Crystal Empire." Atticus told Cherry.

"Gosh..." Cherry replied.

"I had this nightmare, it involved some kind of rainbow that was only made out of darkness." Patch shivered.

"I saw nearly everyone in Equestria under some hypnotic spell... I felt like all of our enemies in that world teamed up together with someone... I don't really recognize." Mo added.

"Same here, and then I saw the same thing Patch saw." Atticus said.

"Looked like some kind of big goat..." Mo said.

"That's what I saw too!" Patch replied.

"Weird..." Cherry said as they walked into school, down the hallway. "Uh, I'm sure it's not that important..."

"Yeah, probably not important." Atticus said.

Oh, but it would be important, but that would be for another story.

* * *

They soon went to start their school day with a lot on their mind, but there was also the matter of eventually graduating.

"On the bright side, it'll be Spring Break soon." Patch said to the others.

"Yeah, and it'll be relaxing." Mo smiled.

"And we're going on a cruise!" Atticus beamed. "Oh, Cherry, don't forget your pills."

"We wouldn't want that." Cherry agreed.

"No, we would not." Mo added.

Cherry let out a loud yawn as they soon came to class and she rubbed her eyes tiredly. "Let's just hope we can stay awake in class so our parents don't ground us from going on the cruise trip or whatever..." she then said.

"You mean like when your mom nearly tried that when you almost fell asleep in class for the week before Sozin's Comet and we ended up going back in time to meet those kids who had their own Elements?" Patch replied.

"That... Was oddly specific, but... Yeah," Cherry replied. "That was after... Uh... Saiyman met Bronze Eagle and Warrior Woman's younger son."

"Yep." Atticus nodded.

"Hopefully some schoolwork will distract us from our dreams..." Cherry said, taking out her pencil.

They soon quieted down as their classmates came into the room to start their lesson for the day, and where they saw their teacher was a certain strong warlock.

"So, you gonna ask for tutoring?" Atticus asked Cherry. "You know he won't help you unless you ask him yourself."

"I know..." Cherry mumbled.

"Now students, today we'll be let out school early 'cuz the toilets have backed up." Drell told the students.

The others sweat-dropped from that.

"Um... Where's-" Tiffany spoke up.

"Never mind about that, I'm your teacher now." Drell replied.

They soon saw water on the floor, telling them one thing.

"All right, time to go!" Drell said.

The students panicked and ran for the door.

"Except for you guys!" Drell said, holding his arm out, blocking Atticus, Cherry, Mo, and Patch.

"Oh, come on!" Cherry complained. "This was just a diversion so then we could get to an adventure, wasn't it?!"

"I don't know what you're complaining about." Drell replied.

The others fell to the floor with a simultaneous groan.

"Maybe we should go to my office so then you won't continue to fall thanks to the water." Drell suggested.

"Agreed." The others groaned.

The water soon flowed in.

"Whoa! Whoa! Gross!" Cherry yelped, backing up against the wall. "Toilet water!"

They were soon teleported out of the classroom, and they soon appeared in Drell's office.

"Much better." Drell nodded.

"This place just creeps me out..." Cherry said. "It's like you're gonna eat us or something..."

"Anyway, Drell, what's our adventure this time?" Mo asked.

"It's a bit overwhelming, I'm sure, but you're needed in Equestria," Drell told them, holding out his hand to show a map of the pony world for emphasis. "It's urgent. I can't even tell you what's going on, you'll have to go and see for yourselves."

"Um, okay." Atticus said.

"Adventure in Equestria..." Cherry said. "Ya know, I think I'm starting to miss when colorful ponies seemed like a cartoon that none of us could be apart of until we went to school in Canterlot High."

"...Where are your medallions?" Drell asked them.

"Cherry thought we wouldn't need them." Patch said.

Drell soon used his magic to make the adventure group's medallions appear; the only one he didn't make appear was Patch's since his medallion was a part of his dog/Pound Puppy tag. "Uh...?" he then asked the Dalmatian.

"Oh, it's right here," Patch said, showing his. "It's just with my dog tags and Pound Puppy tag."

"Oh, right," Drell said. "Anyway, you four better go to Equestria."

The group looked to each other, feeling nervous as they didn't have any idea what to expect this time. Eventually, a portal opened up, and they were brought into Equestria once more for yet another adventurous visit.

* * *

As they arrived, they saw most of the Mane Six headed for the Castle of Friendship.

"Whoa! Hey! What's going on?!" Atticus asked.

"Can't talk!" Twilight panted while running. "Gotta run!"

Atticus, Mo, Cherry, and Patch soon joined them into the castle.

"I think it might be something really important if we're headed to Twilight's castle." Mo said.

They soon rushed over.

"I made it first~" Cherry smirked, touching the door with her hoof.

They soon got inside and into the throne room.

"I wonder why we had to rush over to Twilight's castle?" Patch said before Drell appeared in the throne room as his Equestrian form, looking serious.

"I don't know, but I want answers, and I want them now!" Cherry proclaimed.

They soon looked over.

"What took you guys so long?" Drell asked.

The others glanced at him for that question.

"Drell, what is going on?! Why were we instantly summoned here?!" Atticus asked.

"You better have a good explanation." Mo told Drell.

"You have to go back." Drell said.

"...To school...?" Cherry asked.

"No... This world, but further back in time," Drell said. "Long before the Mane Six had been born."

"Why?" Patch asked.

"Because time is being altered." Drell said as he showed the map starting to be covered in night.

They soon took a look and gasped.

"W-W-What's that?!" Cherry asked.

"Scorpan." Drell replied.

"How can we go back in time to stop this from happening?" Atticus asked Drell.

"With me." A voice said.

Everyone turned over as a certain stallion appeared with his mare helper.

"Doctor and Derpy Hooves!" The others gasped.

"Yes," Doctor Whooves replied. "I understand you are all unique and special helpers, especially with helping Princess Twilight, so I was asked to come and help send you into the Dream Valley."

"And that means all ten of you are going." Drell told the Mane Six and adventure group.

The Mane Six soon came out to join them.

"But Drell, didn't you say you hated what Equestria used to be like before Celestia and Luna took charge or something?" Cherry asked. "It was all fluffy, mind-numbing, and girly like that time we met the Care Bears?"

"Yes, yes, but you see, this involved Tirek and Scorpan," Drell said. "And the Rainbow of Darkness which would have made the endless night happen if it wasn't for the Rainbow of Light."

"So, that's what you meant about Scorpan being behind this..." Atticus said.

"This might be your biggest Equestrian adventure yet." Drell warned them.

"We better get going then." Rainbow Dash said.

"Please, Derpy, would you bring out the device?" Doctor Whooves asked his assistant.

Derpy saluted before going off to do that.

"Device? What device?" Patch asked Doctor Whooves.

"It's going to take you all back in time to the Dream Valley." Doctor Whooves replied.

"So you're a Time Pony..." Cherry said. "I KNEW IT!"

Derpy soon arrived back with the device Doctor Whooves mentioned before.

"Ah, yes, thank you, Derpy." Doctor Whooves smiled, giving Derpy a muffin for her help.

Derpy smiled back and took the muffin back.

"You must go." Doctor Whooves told them all.

"You're not coming with us?" Fluttershy frowned.

"Somepony has to stay and operate the machine." Doctor Whooves told them.

"Fair point." Patch nodded.

"I also need to keep an eye on Derpy." Doctor Whooves smiled, putting his hoof around his assistant.

"...Are you two a thing?" Mo smirked playfully.

This caused Doctor Whooves and Derpy to blush by that question.

"Um, let's focus on sending you ten back in time to Dream Valley." Doctor Whooves said.

"Um, sure, that sounds good." Mo chuckled.

The group of ten soon got in line together around the device.

"All right," Doctor Whooves said. "I really hope you all can do this, and knowing you all, I'm sure you can. This shouldn't hurt a bit."

"Um, alright." Mo said.

"Adventure!" Pinkie Pie hopped happily.

"I wish you all good luck," Doctor Whooves said. "The future of Equestria is in your hooves." He soon turned on the device and where it soon sent Atticus and the others back in time.

"Careful, guys!" Derpy cried out.

"Don't worry, Derpy, we'll be back soon!" Rainbow Dash called back before they were all gone.

"We'll just have hope they'll succeed; then again these are the Mane Six and my students that we're talking about." Drell said.

Derpy and Doctor Whooves looked to him and all they could do now was wait.

* * *

The others were soon going through a time portal together, yelling out.

"Wheeeeee!" Pinkie Pie beamed.

"I wonder how we'll land!" Patch yelled out.

"We'll just have to wait and see!" Atticus yelled out back.


	2. Chapter 2

**A/N: Thanks again RustyPete12 for your concern and comments, I couldn't believe it myself when this was a suggested RP story, but here we are. I'll be okay for the most part, I just hope you can enjoy the story just the same despite a G3 intro.**

* * *

Suddenly, a portal appeared in a peaceful looking meadow and they all piled on top of each other.

Cherry muffled, struggling at the bottom, and soon rolled out, hitting a tree and rubbing her head before shaking it as she looked around. "I guess we're not in Ponyville anymore, guys..." she said to them.

"Guess this must be where we're supposed to be." Pinkie Pie smiled.

"I feel like I'm in a diabetes soaked Saturday morning cartoon..." Cherry groaned.

"Man... Sure looks different from the way I remember Ponyville." Rainbow Dash said.

"I'm not even sure if this _is_ Ponyville, darlings." Rarity replied.

"I think this is Dream Valley." Mo said.

"I'm sure it is," Twilight said while looking around. "...I'm not sure where to go."

"We should probably look 'round until we bump into somepony who can help us." Applejack suggested.

"Agreed." Atticus nodded.

* * *

They soon walked along together in the Dream Valley to look for someone to talk to.

"Huh? Strange..." Twilight said, seeing a pony over the edge. "That pony almost kinda looks like my mother."

"Maybe we should go talk to her." Pinkie Pie smiled as she started to bounce over to the pony.

"Well... Okay..." Cherry said, nervously.

The pony looked out into the water curiously.

"Look out, Twilight, here I go!" Another pony on roller-blades, who looked a lot like Rarity, called out as she wheeled over to the pony, jumping over.

"Did she say Twilight?" Mo asked, referring to the pony that looked a lot like Rarity.

The Mane Six looked very perplexed over what was going on.

"What is this world?!" Cherry cried out.

"The past." Patch said.

"Thank you for that." Cherry deadpanned.

"You asked." Patch shrugged innocently.

"What's your mother's name?" Atticus asked his Equestrian sister figure.

"Twilight Velvet." Twilight replied.

"Could that be her?" Atticus asked her.

"I... I'm not sure... Could it be...?" Twilight blinked.

A smaller pony soon hopped over, going over the other pony's head and was about to splash in the water until a winged pony stopped her and carried her.

"I wish... I wish... I wish!" The pony told herself before she soon teleported off of the ledge and ended up on the ground.

"Did she teleport without a horn?" Patch wondered.

"Actually, she did have a horn." Mo said.

"Oh... I didn't see it..." Cherry replied. "Well, that makes sense."

The ponies soon gathered around until the one named Firefly flew all around.

"Danger is my life!" Firefly told the others.

"Hey, I like this one." Rainbow Dash smirked.

"I think she might be a relative of yours from the past." Mo told Rainbow Dash.

"Well, I'm gonna meet her!" Rainbow Dash smirked and soon flew after Firefly.

"Rainbow Dash, be careful!" Twilight warned.

"Re-lax, Twilight," Rainbow Dash smirked. "Nothing looks like it could be dangerous in a place like this."

"She's right, darling; nothing looks dangerous here." Rarity told the violet alicorn.

"Um... Well..." Twilight stammered.

"Let's have some fun, gang!" Rainbow Dash laughed as she went in flight.

"Yeah, I guess we don't have anything to worry about yet." Patch said.

* * *

They all soon went off to explore the Dream Valley which looked peaceful and innocent at first.

"Come on, Twilight, I'm sure there's nothing to worry about." Atticus smiled as they were the ones left behind.

"You're right; we haven't seen any danger yet, so we have some time to have some fun." Twilight smiled.

"Come on!" Atticus smiled back.

The two soon ran together to go join in on the fun. One pony was picking apples before she soon got crashed into the others, but they soon shared a laugh as no one was hurt badly.

"Everypony okay?" Mo asked.

"Oh, yeah, sure," Firefly smiled. "Hey, I haven't seen you guys around here before."

The group soon got up.

"Sure are a lot of you..." Firefly said.

The group of ten soon introduced themselves.

"It's nice to meet you all," Firefly said. "My name is Firefly, Applejack, Twilight Velvet, Bow Tie, and Ember."

"Twilight Velvet... It's my mother!" Twilight whispered to the others in shock.

"Must be a coincidence." Cherry whispered back.

Twilight gasped and seemed to flip out.

"Are you okay, Twilight Sparkle?" Velvet asked.

"Uh... F-Fine..." Twilight replied. "You just... Erm... Remind me of somepony from back home."

Atticus could understand how Twilight felt about seeing her mother in the past.

"Mind if we just ll you maybe 'Velvet' so it's not confusing?" Cherry asked.

"Sure..." Velvet smiled. "You can also call our Applejack 'AJ' if you want."

"What're the odds of sharing a name, huh?" G3 Applejack smiled.

"Huh... Yeah... Coinky dink." Applejack replied.

"I just noticed Ember doesn't have a cutie mark." Patch said.

"Maybe she's one of the first Cutie Mark Crusaders." Fluttershy gave a small smile.

"Cutie Mark Crusaders?" Ember asked out of confusion.

"Oops." Fluttershy whispered.

"Oh, don't worry about it, darling," Rarity smiled. "Just point me to the nearest dress store, and we can all really have some fun."

"Uh, Rarity, I don't think they have one." Mo said.

Rarity gasped overly dramatically. "It's the Apocalypse!"

"Oh, brother..." Cherry face-hoofed.

"Apple sauce anyone?" AJ offered.

"Don't mind if Ah do." Applejack chuckled.

"Guess that's one way to make apple sauce." Mo added.

* * *

It seemed so relaxing and happy in the Dream Valley, that no one saw the point in coming as it didn't look so bad.

"Twilight, will I ever fly like Firefly and Medley?" Ember smiled to the light-colored unicorn.

"No, Ember," Velvet smiled back softly. "Not _all_ ponies can fly."

"She's right; some ponies use magic and some ponies are just special in their very own way." Twilight added as she walked over.

"Can't I fly like Firefly or disappear like Twilight Velvet can?" Ember smiled hopefully.

"Flurry Heart is going to be like this someday, I can tell." Twilight said to herself.

"Ember, you'll grow up to be your own special pony." Velvet comforted the young pony.

They soon heard storm clouds which soon appeared along with thunder and lightning.

"Huh? What?!" Patch gasped.

The ponies all panicked from the storm as it seemed to come from nowhere.

"Everypony, quick!" Medley cried out. "Come on!"

"Calm down, it's just a storm." Cherry told the ponies who were flipping out like it was the end of the world.

"Uh, then how do you explain those?!" Pinkie Pie asked as she pointed up to what she saw along with the clouds.

They all looked up into the clouds as they didn't look like just any ordinary storm clouds. Ember shrieked as she ran with the older ponies in a panic.

"What the...?" Cherry's eyes widened. "Are those evil dragons?!"

"Those are Stratadons!" Velvet told her.

"Okay, now do we panic?" Fluttershy gulped.

"Um... Yeah... I think so." Cherry replied.

"Sounds good to me." Fluttershy said before screaming.

The ponies all soon began to run for their lives as the monsters chased after them from the storm clouds.

"Why are they chasing us?" Rarity asked.

"Somepony evil must've sent them." Twilight guessed.

A figure that the others have only heard about and seen in books was soon shown.

"Guys! It's Scorpan!" Cherry cried out.

"Quick, everypony into the castle!" Twilight called out.

"SEIZE THEM!" Scorpan told the others.

The Stratadons soon flew down to capture some ponies.

"Go away!" Cherry complained.

Some ponies were soon captured.

"**YOU ARE ALL DOOMED!**" Scorpan grinned darkly. "**SOON, _EVERY_ PONY WILL BELONG TO TIREK: THE MASTER OF MIDNIGHT CASTLE!**"

"Help!" The captured ponies cried out.

Firefly soon flew out to save her friends who were in trouble. Rainbow Dash soon followed after her.

"Firefly! Rainbow Dash! What are you two doing?!" Mo called out.

"To get help!" Firefly and Rainbow Dash called back.

"No, come back, it's too dangerous!" Medley told them.

"Firefly! Rainbow Dash!" Twilight cried out.

"I'll go with them!" Atticus told the others before flying off.

"Atticus!" Twilight yelped.

"You guys stay in the castle, this shouldn't take long!" Atticus told the others as he flew after Firefly and Rainbow Dash.

"Sometimes I wonder about him." Cherry sighed.


	3. Chapter 3

**_Meanwhile at what seemed like a castle perfect for a haunted castle..._**

Lightning flashed as thunder rumbled around the scary looking castle. The ponies who were caught were soon thrown into a prisoner cell by Scorpan who walked off, leaving them in misery.

"How many did you capture?" A dark voice asked.

"Those two they call Moon Dancer and Cotton Candy." Scorpan replied, rolling his eyes at the cutesy names of the ponies.

"Only two? Tirek will not be pleased." The dark voice glared before showing it was Sombra.

"There will be more very soon." Scorpan promised the evil unicorn.

"Good, 'cuz I'd hate for anything to happen to your little dragon friend." Sombra smirked as he looked at who looked just like Spike from Ponyville.

"Please, I didn't do anything wrong to you, sir." The dragon shivered.

"Silence!" Sombra glared at the dragon.

"I'll go back out soon." Scorpan told Sombra.

"Good, but for now you better inform Tirek of your progress; even if it is small." Sombra told him.

"Of course." Scorpan bowed to Sombra.

Sombra nodded before grinning to the trapped ponies.

"W-What're you doing?!" Cotton Candy cried out. "What do you want from us?!"

"I'm just here to make sure the Rainbow of Darkness shrouds this world into eternal darkness." Sombra smirked.

"Why would you do that?" Moon Dancer pouted. "That's not very nice!"

"That's because I'm a villain." Sombra smirked before going to Tirek's throne room.

Cotton Candy and Moon Dancer both looked scared of Sombra.

"It's me, Tirek, I believe someone has something to report to you." Sombra said with a bow at first.

"Bring him in then." A menacing voice told him.

"Oh, Scorpan?" Sombra called. "Your brother wants to see you."

"I'm coming. I'm coming." Scorpan replied as he came over, kneeling.

"Quiet, my friend... Your time will come..." Tirek said, petting a bag that seemed to have something or someone inside of it.

"We have captured two of the little ponies, Master." Scorpan told Tirek.

"Have you forgotten something, Scorpan?" Tirek asked.

Scorpan soon rolled his eyes as he got down on his knees.

"Yes... That..." Tirek said. "That is better. Two ponies. Only two ponies, you say?!"

"Yes, Master." Scorpan told him.

"But I need four ponies for my chariot, not two, not three, FOUR!" Tirek told Scorpan.

Sombra nodded in confirmation.

"But he tried to get 'em, Master!" The dragon piped up. "I mean he really, truly, and honestly tried-"

"SILENCE!" Sombra glared at the dragon. "Such an annoying pest!"

"Couldn't agree more, Sombra," Tirek said before glaring at Scorpan. "You will prepare another raid, Scorpan, now!"

"As you wish... Master..." Scorpan replied, obeying his brother as he began to leave.

"That is precisely what I wish." Tirek said darkly.

"And your wish shall be granted, Tirek." Sombra told him with a kneel.

"I knew I could count on your help, Sombra," Tirek said to his ally. "You shall be rewarded for your efforts."

* * *

**_Meanwhile at a house and horse stable..._**

"Look, TJ, a shooting star!" A girl's voice piped up.

A young girl was shown to be with her horse as they looked into the night sky until the wind blew hard on them, and they heard voices crying out until they splash landed into the water well. The young girl soon rushed off to the well and looked inside ,but couldn't see what fell in before cranking the wheel to pull whatever fell in by the bucket.

"Whatever they are, they sure are heavy." The young girl grunted as she started turning the wheel.

"Hello." Firefly smiled sheepishly.

"Talking ponies!" The young girl gasped, seeing Firefly, Atticus, and Rainbow Dash.

"A human?!" Atticus yelped before his medallion changed him back to human.

Rainbow Dash and Firefly soon came out.

"Whoa..." Firefly's eyes widened.

The young girl gasped, looking surprised to that too.

"How is this possible?! I mean seriously, how is this possible?!" Atticus hyperventilated. "I thought there were no humans in Equestria! Then again this is before Equestria got discovered."

"Um... Are you okay?" The young girl asked Atticus. "Am I okay, really? I mean... I thought your ponies were talking."

"Uh, we can talk," Rainbow Dash replied. "Why wouldn't we?"

The young girl looked even more overwhelmed from what she was witnessing.

'I am so going to have a word with Drell.' Atticus thought to himself.

Firefly and Rainbow Dash soon shook themselves dry like a dog, nearly soaking the young girl who looked startled. The horse in the stable seemed to laugh to that.

"Uh... Sorry, kid." Rainbow Dash smirked bashfully.

"W-Who are you?" The young girl asked the two pegasi and teenage boy.

"I'm Firefly." Firefly said, wringing out her tail.

"The name's Rainbow Dash, and I am awesome." Rainbow Dash smirked.

"And I'm Atticus," Atticus added. "What's your name?"

"M-Megan, and that's my pony, T-TJ." The young girl replied.

"It's nice to meet you both." Atticus smiled.

"Okay, we've been here long enough, let's get going." Firefly said before running off suddenly.

"Yeah, we've gotta go." Rainbow Dash added.

"Um... It was nice meeting you," Atticus said. "You seem like a nice girl. Um... I gotta help my little ponies now," he then muttered. "Can't believe I just said that."

"Can I help?" Megan asked.

"Um... Sure..." Atticus smiled. "Not sure what you can do, but you can help."

"Thank you." Megan said as she walked off with them.

"Hmm... It looks high enough." Firefly said, examining the hill she walked onto.

"Yep, looks high enough." Rainbow Dash nodded in agreement.

"High... High enough for what?" Megan asked.

"Hop on!" Firefly invited. "Uh, you do know how to ride, I hope?"

"Of course I know how to ride!" Megan replied, coming to the pegasus pony.

"Good, because you'll be riding on Firefly." Atticus told her.

"You want a ride, Atticus?" Rainbow Dash offered.

"I'm alright." Atticus said before using his medallion to turn back into his Alicorn form.

Megan looked amazed and surprised over the Equestrian magic she had never seen before.

"Come on, let's help our friends!" Rainbow Dash called out as she got a running stat with Atticus and Firefly.

"Yeah, they need you!" Firefly added to Megan.

Atticus soon helped Megan up onto Firefly while they were running.

"Me? What can I do?" Megan asked.

"You're strong!" Firefly told her.

"Oh, no, I'm not." Megan frowned.

"You can fight." Firefly told her as she Rainbow Dash and Atticus got enough distance.

"No, I can't!" Megan replied.

"And you can fly." Firefly replied.

"I said I can ride, not fly!" Megan cried out as Firefly ran with her on her back.

"Oh, our friends are just gonna love you!" Firefly smiled before running with Rainbow Dash and Atticus, jumping off the ledge.

"No, they wooooon't!" Megan cried out.

"Of course they will!" Atticus told her as they flew.

Megan still looked unsure about all of this.

"They'll... Be... Dancing on air when they meet you!~" Firefly began to sing. "Dancing on air with glee!~"

They began to fly all around the sky.

"I doubt they'll be celebrating when they see it's only me~" Megan sang as they flew past her horse stable.

TJ seemed to smile while watching Megan fly around with the flying ponies.

"They'll do cartwheels in the air when they meet you~" Firefly sang while spinning in loops in the air with Megan on her back.

"All their hopes will start to rise!~" Rainbow Dash added.

"From what their dissipating, they're sure in for a big surprise~" Megan sang as they flew down before flying up.

"They'll be floating lighter than a cloud~" Atticus sang back as they flew through a cloud.

"They'll be laughing, right out loud~" Megan sighed, though touched the clouds.

"The sight of you will send spirits flying~" Firefly, Rainbow Dash, and Atticus sang, sitting on a cloud.

"One or two might burst out crying!~" Megan pouted.

"Why can't you just believe? You're gonna be great." Firefly told the young girl.

"But guys!" Megan frowned.

"Trust us!" Atticus beamed before they left the cloud. "Megan, you're a dream come true, That our friends will think so too, You're the answer to our every prayer~"

"Time will tell if I'll come through, but just imagine if I do~" Megan sang with a smile.

"They'll be dancing~" Firefly sang.

"Prancing~" Megan added.

"Daaancing on aaaair~" Firefly and Megan sang together.

* * *

They soon flew down through some clouds, returning to their friends. The others came to the windows to see that Firefly, Rainbow Dash, and Atticus were coming back.

"Hey, check it out, another human." Cherry commented.

"No way..." Patch said.

"We are going to have a serious talk with Drell after this." Mo said.

"That's what _I_ said!" Atticus called to Mo since he heard her, despite being far away.

"Um, how did you hear her?" Megan asked.

"I kinda have special hearing." Atticus smiled.

"That's impressive." Megan said.

"This is Megan, everypony," Firefly introduced. "She's here to help us."

Everyone soon cheered for Megan which made her smile to all of them. The storm was soon coming back.

"Run, everypony, run!" Fluttershy yelped.

"They're back!" Mo added.

Everyone soon ran and hid away while Megan looked overwhelmed. The Stratadons soon flew out and grabbed a hold of Megan in the process, flying off with her.

"Help!" Megan screamed out to the others.

"Megan!" Atticus and the others called out.

Mo soon used her medallion's magic to try and help.

"Mo?" Atticus asked.

"I have to help that girl." Mo said as she soon jumped in the air and flapped her wings, flying after Megan before using her medallion's magic to shoot at the Stratadon who caught the human girl, and where this caused the Stratadon to let go of Megan and Mo soon caught her before flying her back to the castle.

"Wow! Um... Thanks... Mo, was it?" Megan asked.

"That's me," Mo smiled. "Nice to meet you."

They soon saw the youngest pony outside the castle.

"Ember!" Mo called out.

"Somepony do something!" Bow Tie panicked.

"Ember, get back in here, quickly!" Rarity called out.

"Go away, you bullies!" Cherry glared.

A Stratadon snarled at her, startling her slightly. Ember soon cried out as she was taken next.

"Ember!" Patch called out as he tried to save her.

"Let me handle this." Firefly suggested.

"Okay, just be careful." Patch told her.

Firefly nodded and soon flew after Megan to go and save her.

Megan struggled and looked over as Firefly flew around until she was soon dropped through the air. "HELP!"

"Megan!" Firefly cried out as she flew after the human girl.

A Stratadon snarled with Scorpan on its back and seemed to fly by the girl as she landed softly on the ground.

"Whew." Mo sighed.

Megan groaned and rubbed her head before looking up as the Stratadons soon flew away.

"Leave this land!" Scorpan snarled to Megan. "This battle is not yours!"

Patch soon hurried over to Megan.

"What're you doing, you, you beast?!" Megan glared at Scorpan. "You're a monster, do you hear me?!"

Scorpan soon flew off with the ponies he had captured.

"A monster!" Scorpan snapped.

"Aaaaugh!" Cherry screamed as she had been caught. "Yaaaaugh!"

"Let her go!" Atticus glared at Scorpan.

"Cherry, quick, use your medallion and teleport!" Mo called out.

Cherry soon reached for her medallion to try it out.

"Don't even think about it!" Scorpan glared.

"Sorry, Scorpan, but I can't stay!" Cherry smirked.

Scorpan was about to reach for her medallion only for her medallion to first turn her back to human before teleporting her back to the others.

Cherry blinked and looked around in shock and surprised. "My hooves! What happened to my hooves?!" she then gasped.

"...What are you guys?!" Megan asked, surprised to see ponies turning into human beings.

"We'll explain everything." Mo said.

Scorpan soon got away with the other ponies and his Stratadons.

"See? You _are_ brave!" Rainbow Dash said to Megan.

"Am not, he just got me mad that's all." Megan frowned.

Firefly did her best to comfort the young girl who soon pet her mane.

"Now, come on," Megan told them all. "We'll save our friends. Somehow..."

"Yeah, but how?" Rainbow Dash asked.

"...Well... I don't know... But I'll let you know when I think of it..." Megan frowned.

"Oh, Megan, don't be sad." Atticus comforted.

* * *

**_Meanwhile, back at Midnight Castle..._**

The ponies whimpered and cried since they were held prisoner.

"QUIET!" Sombra snapped before he walked off, leaving the cell unattended for a moment. "Does your brother wish to see them now?"

"Yes, the Master does." Scorpan rolled his eyes, forced to call his brother 'Master'.

"Good," Sombra nodded with a smirk before seeing Ember. "Hmm... Maybe he won't be pleased with that last one you brought."

Ember shivered nervously around Sombra, looking quite scared to death of him.

They soon brought in the little ponies over to Tirek who demanded them over right away.

"SILENCE!" Tirek hissed to the ponies. "That's better... Guards, remove the small one."

One of the guards soon removed Ember so she wouldn't be with the other three ponies. Sombra gave a dark grin to Ember just to scare her away.

"Oh... You won't hurt Ember?" Cotton Candy pouted.

"She is too small to pull my Chariot of Midnight, as you should've known, Scorpan." Tirek replied darkly.

"Care to explain?" Sombra smirked at Scorpan.

"She was the only one I could keep before that one I had who was big enough suddenly disappeared!" Scorpan complained.

"What? How is that possible? Unless..." Sombra glared. "This pony, did she or he have some kind of medallion around her neck?"

"Yes, as a matter of fact, she did." Scorpan replied.

"So, they're here." Sombra glared as he whispered to himself.

"Uh... Who?" Scorpan asked Sombra.

"No one," Sombra glared before facing Tirek. "I believe it's time these three ponies are changed."

"Oh, you are absolutely right, my friend," Tirek replied to the evil unicorn. "These three will just have to do. Now... BEHOLD THE POWER OF DARKNESS!" he then yelled out, bringing out his bag to the ponies.

The ponies yelped and panicked before getting attacked by the darkness. The ponies were soon transformed into beasts. Ember soon saw that and looked a bit horrified for her friends. The beasts soon snarled and looked aggressively violent as Tirek closed his bag, absorbing the remaining darkness in his bag.

"What's happened to my friends?!" Ember cried out.

"They belong to Tirek now." Sombra told her.

Scorpan looked a bit unfortunate in his own way.

"And Scorpan? If by midnight I do not have a fourth pony, a head will roll," Tirek threatened before gesturing to the dragon who was caught by a guard for sneaking around. "HIS!"

Spike began to try to get free. The doors then shut as Tirek and Sombra shared a wicked and frightening laugh together.


	4. Chapter 4

Meanwhile, Cherry, Atticus, Mo, Patch, Megan, and the ponies began to travel together across a bridge.

"Moochick has magic powers," Firefly told them. "He'll help us!"

"Perfect!" Pinkie Pie beamed. "Just a quick question: who's Moochick?"

"He's this wonderful and amazing wizard and he lives in the Mushromp over there!" Bow Tie replied.

"This bridge doesn't feel very safe." AJ said nervously.

"Come on, it's fine!" Bow Tie told her.

"Yeah, come on, the bridge is fine." Pinkie Pie smiled.

"I dunno, this looks a little unstable." Cherry said nervously.

AJ and Cherry soon both yelped ended up falling off of the bridge.

"AJ!/Cherry!" The others cried out.

"I'll save them!" Megan decided, going after the two who had fallen in the water.

* * *

Atticus soon joined Megan to save AJ and Cherry. They waded through the water for a while until they ended up in a clam shell. The shell soon opened up and there was music heard with singing voices.

"Oh, great," Cherry said. "A song."

"If you don't want to listen to the song, then cover your ears." Atticus told her.

Cherry covered her ears, looking a bit annoyed. Out came a bunch of seahorses who seemed to have pony heads, singing themselves as The Sea Ponies, and where they sang about how their surface friends could call them for help whenever they need help. Suddenly, the four appeared in their own separate bubbles as the Sea Ponies continued to sing to each other and the Sea Ponies pushed them together in one big bubble. Seaweed got stuck on their bubble until the Sea Ponies pulled it away.

"Okay, I'll admit this," Cherry said. "They _are_ pretty helpful."

"They really are." Atticus nodded.

The Sea Ponies soon brought them out back to land and the bubble popped once they were back on dry land.

"Thank you, Sea Ponies!" Atticus smiled.

"You're welcome!" The Sea Ponies smiled back.

"Oh, good!" Firefly smiled as she ran over with Pinkie Pie. "It's Megan, AJ, Cherry, and Atticus!"

"We were worried!" Pinkie Pie beamed, hugging Cherry and Atticus tightly.

"You can thank the Sea Ponies, they saved us." Atticus told her.

"Ooh..." Pinkie Pie smiled. "**THANK YOU, SEA PONIES!**"

Cherry's left eye twitched and she rubbed the inside of her ear from that. The others soon rushed over, looking relieved.

"Oh, thank Celestia you're all safe!" Twilight smiled.

"The Sea Ponies saved us." Megan told them.

"It was great." AJ smiled.

"If you need us again, just call!" One of the Sea Ponies smiled, chucking over a seashell.

"Thanks again, Sea Ponies." Megan smiled.

The Sea Ponies soon sang again before going back under the sea.

"So, shall we continue on?" Rarity asked the others.

"Yes, that might be best." Atticus smiled before hugging Mo.

* * *

They then followed the ponies to see their friend named Moochick who could help them out.

_'I wonder what this Moochick looks like?_' Patch thought to himself.

They came up to a mushroom path while looking around the section of it.

"Are you sure this is the right way?" Megan asked.

"Sure I'm sure." Firefly replied.

The mushrooms soon seemed to lower as they came by that way.

"Whoa... Didn't see that coming." Rainbow Dash said.

"I certainly didn't." Megan added in agreement.

They soon walked off, passing by the mushrooms and found a woodsy cottage in the distance.

"That must be where Moochick lives." Mo said.

"Mr. Moochick?" Velvet called out. "Mr. Moochick!"

A rabbit tugged on something until an elf-like man came out.

"Come on! Come along, no time to waste, unless you wanna stumble around the dark for all eternity." The man smiled as he gestured for them to follow him as he walked off.

"Dark?" Pinkie Pie asked as they followed the elf-like man.

"Yes, Tirek's going to force your friends to bring him the Night That Never Ends." The man warned.

"Tirek..." Atticus, Cherry, Mo, and Patch whispered.

"How can he be stopped?" Megan asked.

"Somebody's got to sneak into his castle and swipe his Rainbow of Darkness," The magic man said, reaching inside his hat until he found something he had been looking for. "Here... Here, it is-No, wait, that's not it either." he said, taking out a bouquet of flowers before tossing them and they turned into a flock of butterflies.

"What are you looking for?" Atticus asked the magic man.

"The only thing that might defeat Tirek," Moochick replied. "The Rainbow of Light."

"Do you have one?" Patch asked before a butterfly landed on his nose, making him look cross-eyed.

"I've got a little piece somewhere... Somewhere I just forget... Where it is..." Moochick said as he fell off of the mushroom he stood on. "I'll find it... Yes, yes."

"Um, excuse me, do you know where Moochick left the Rainbow of Light?" Fluttershy asked the rabbit from before.

The rabbit twitched his nose with a nod before taking out what looked like a heart-shaped necklace.

"Is that it?" Fluttershy asked.

The rabbit nodded to her.

"Oh, thank you, Mr..." Fluttershy said to the rabbit.

The rabbit twitched his nose again.

"Habbit... That's a nice name." Fluttershy smiled.

Habbit smiled back as he twitched his nose again. Fluttershy smiled to him.

"Oh, it's the rainbow!" Moochick smiled as he took the piece from the brown rabbit. "The Rainbow of Light!"

Megan smiled back and she soon wore it like a necklace.

"How do we use it?" Rainbow Dash asked Moochick.

"We don't have much time!" Moochick said. "You've got to stop Tirek before midnight! You only have..." he then went to check his wristwatch, only to not see it there.

"Just tell us real quick," Patch said. "We'll remember."

"Well... All right, I'll make this quick," Moochick replied. "You must open it and then there will be streams of rainbows which will help cancel out the darkness."

"Great, thanks for the information." Mo said.

"Oh, you haven't seen my watch, have you?" Moochick asked as he kept looking as soon as they left to stop Tirek. "I swear I had it yesterday..."

'He sure is an interesting guy.' Cherry thought to herself.

"Bye-Bye, Habbit," Fluttershy smiled to the rabbit. "Oh, sometimes I wish my Angel Bunny was as kind and helpful as you."

Habbit seemed to nuzzle against her before letting her go with her friends.

* * *

After traveling some more, they soon arrived at their destination.

"There it is..." Firefly said. "Midnight Castle."

"Huh... I kinda like it." Cherry commented.

They soon saw a dangerous moat in front of the castle with rushing water as they had no way to get across.

"How are we going to cross that?" Fluttershy asked, referring to the dangerous moat.

"I have an idea," Megan smiled as she took out the shell. "The Sea Ponies!"

"They better not sing again." Cherry said.

Megan then tossed the shell into the water, but nothing seemed to happen.

"Where are they?" Mo frowned.

"They said they'd help." AJ pouted.

"They must be scared." Fluttershy shivered.

They soon heard singing from the moat and out came the Sea Ponies to the rescue.

"Can you help us cross the moat over to Midnight Castle?" Patch asked the Sea Ponies.

"No problem." One Sea Pony smiled.

"Hop aboard!" The second Sea Pony added.

"We know a way!" The third Sea Pony replied.

"Alright." Mo said.

"Uh, I don't think we can ride on you guys." Cherry told the Sea Ponies.

"Oh, you won't be riding on us," One of the Sea Ponies smiled. "Come on, we'll show you."

* * *

Eventually, the others rode on a ship together while the Sea Ponies pulled them through the water like chariot horses.

"This is nice." Fluttershy smiled.

"Not what I would've expected, but better than what I imagined." Cherry said.

"You're welcome." The Sea Ponies smiled back with a muffle.

They soon passed a gargoyle statue.

"See that gargoyle up there?" A Sea Pony asked. "Pull his nose!"

"I got this." Rainbow Dash said as she flew up.

The others looked to each other before watching Rainbow Dash. Rainbow Dash then lowered the gargoyle head which opened a door for them inside of the Midnight Castle. Once a way was opened, the group soon went inside.

"Thanks again, Sea Ponies." Atticus smiled.

"You're most welcome." The Sea Ponies smiled back.

The group began to go further into the castle.

"This place is really spooky looking... I kinda like it..." Cherry said. "Nice to know that G3 wasn't afraid to get a little dark sometimes."

"That's a relief for me too." Mo replied.

"This place is so big, how are we going to find the Rainbow of Darkness?" Patch asked.

* * *

They soon wandered off together. Sombra looked around as he thought he felt something off while trotting through the corridors of the castle, and where he saw one of the guards making his way to Tirek's throne room.

"We tried, Master, but the-" Scorpan said while kneeling.

"Then try again!" Tirek snarled. "If by midnight my chariot doesn't roll, the head of your little friend will! Well?"

The guard soon whispered some news to Tirek. Scorpan looked ready to sneak away to rescue Spike and Ember.

"Ah, excellent..." Tirek grinned to his guard before looking back. "And as for you, Scorpan, you-" he soon did a double take once he noticed that Scorpan had vanished. "Scorpan? **SCORPAN!**"


	5. Chapter 5

Scorpan soon opened the prison door and came to save Spike and Ember. Ember was seen to be scared of Scorpan.

"It's okay, Ember," Spike smiled to the little pony. "He's my friend!"

"We're getting out of here RIGHT NOW!" Scorpan said, grabbing the barred door and threw it aside. "Come on! It's almost midnight."

* * *

**_Meanwhile, back with Atticus with the others..._**

Megan opened a door and had the others follow behind her. Patch's medallion soon seemed to change him into a dog.

"So... You were a puppy?" Megan asked.

"I'm a bit older than a puppy, but yes, Megan, I was once a talking dog, but don't freak out." Patch said to the girl.

"After seeing talking ponies, I think I'm past the point of freaking out." Megan assured him.

"I wonder why our medallions are changing us back to our true forms?" Mo said.

"We have to have a serious talk with a certain guardian of ours ASAP." Cherry glared.

They soon walked into the Midnight Castle, looking around, but every place looked the same.

"This place is like a maze!" Megan frowned.

"How are we going to find that Rainbow of Darkness?" Rarity asked.

"We just have to keep lookin'." Applejack said.

Someone was soon following right behind them. Applejack and AJ turned around before gasping as someone came to take them away. Megan opened a pair of doors and walked through them.

"This must be Tirek's throne room." Cherry guessed.

"I wonder if the Rainbow of Darkness is in here?" Patch said.

"After all of this, I hope so." Cherry replied.

"Hey, where are the Applejacks?" Firefly wondered.

Velvet soon gasped as the doors closed behind them and they were surrounded by guards.

"We're trapped!" Fluttershy panicked.

"So... You seek the Rainbow of Darkness..." Tirek chuckled evilly as he approached them. "It is mine, and so are your friends!"

Applejack and AJ were soon both chained up.

"Applejack!" Megan and Atticus cried out.

"Y'all best cut it out!" Applejack glared at Tirek.

"Hmm... Now, which one shall I use the Rainbow of Darkness on?" Tirek smirked as he looked at both Applejack and AJ.

"Nopony!" Applejack glared.

"Perhaps you will do," Tirek smirked, coming towards her. "You think you're brave for a pony."

"No, please, don't!" AJ begged. "Take me in her place!"

"AJ!" Applejack gasped.

"If you wish..." Tirek laughed, unleashing the darkness onto the G3 pony.

"No!" Applejack cried out for her G3 counterpart.

The Rainbow of Darkness soon hit AJ and began to transform her into the same creature that the three captured ponies were turned into.

"What the-?!" Cherry's eyes widened as she backed up against someone.

"Oh, great..." Sombra said, making her turn to him. "_You're_ here."

"So are you!" Cherry yelped, jumping back. "Uh,... Hey, King Sombra... What's up?"

"Making sure history changes." Sombra smirked before vanishing in the shadows.

Atticus soon rushes past the guards and gets Applejack free from her chains just as Scorpan bursts in. Cherry tried to tackle down Sombra only to fall flat on the ground.

"Silly Cherry..." Sombra's voice laughed.

The others looked to see Scorpan.

"RUN, PONIES!" Scorpan told them. He soon began to send the guards flying as he fought them.

Atticus looked to Scorpan and went to try to help him.

"Whoo-hoo!" Spike cheered. "Let 'em have it!"

"Spike?" Cherry muttered.

"Uh, have we met?" Spike asked.

"Another dragon named Spike?" Cherry asked herself. "I have so many questions!"

"Cherry! Quick let's go!" Twilight called out.

Cherry looked over and soon ran off with the others once Scorpan helped them out.

"SEIZE THEM!" Tirek called out to his guards.

But the guards didn't get the chance as the group, minus AJ, got out of the throne room and the door was closed after they escaped.

Scorpan took them outside before they soon felt a rumbling.

"What is that?!" Mo cried out, hugging Atticus.

"GET BACK INSIDE!" Scorpan told them.

There was soon an explosion from one of the walls.

"Bombs!" Cherry panicked.

"No! Worse!" Patch told her.

Tirek laughed as he soon rode out on his Chariot of Darkness.

"Yep, that's worse!" Mo gulped.

Megan looked horrified.

* * *

"Oh, Rainbow of Darkness, and darkness descends,** NOW BEGIN THE NIGHT THAT NEVER ENDS!**" Tirek called out wickedly as he created a storm.

Scorpan soon flew up after Tirek to stop him and grabbed onto the chariot.

"Scorpan!" Twilight cried out.

Tirek snarled to Scorpan and soon whacked him suddenly. The two began to fight each other until Tirek sent Scorpan down onto the ground. Atticus soon flew off to catch Scorpan. Scorpan looked to Atticus, before giving a small smile.

"Oh, thank you, thank you, thank you for helping him!" Spike told Atticus.

"No problem." Atticus smiled down.

"All is lost..." Scorpan frowned.

"No, don't say that." Atticus frowned back.

"No, it isn't!" Megan called out as she jumped onto Firefly's back. "Come on, Firefly!"

Firefly soon flew off towards Tirek and his Chariot of Darkness.

"Careful!" Atticus called out.

"We'll try!" Megan called back.

"I like that girl." Atticus said to the others with a small smile.

"Same here." Patch said.

Firefly and Megan soon began to loop around Tirek and his chariot. Tirek laughed at them, finding what they did to be pointless until he soon dropped his bag by accident.

"Guards! Catch it!" The evil centaur called out.

Bow Tie soon caught the bag.

"Way to go, Bow Tie!" Patch cheered.

"Yeah!" Spike added before gasping as the pony was soon surrounded by guards.

Bow Tie looked around in worry.

"Over here!" Velvet called out.

Bow Tie soon passed the bag over to Velvet and where the G3 unicorn caught it and took off. Twilight looked on edge for Twilight Velvet since that pony was her future mother.

"AFTER HER!" Tirek commanded.

The guards soon chased after the G3 unicorn as she ran bravely before coming to the edge of the cliff. The guards were soon about to grab the bag from the G3 unicorn.

"I wish... I wish... I WISH!" Twilight Velvet told herself before teleporting away from the guards with her horn.

"Whew." Twilight Sparkle sighed.

"She made it out." Atticus added in his own relief.

Megan soon came off of Firefly's back and the pony flew off.

"Throw it to Firefly, Velvet!" Cherry called out.

Twilight Velvet nodded before tossing the bag up to the flying pony. Firefly soon caught the bag with her muzzle.

"Take it Dream Castle!" Megan told Firefly.

Firefly nodded and soon flew off that way.

"STOP HER!" Tirek demanded.

The Stratadons soon flew against Firefly to stop her, and where one of them was successful as she bumped into one of the Stratadons, causing her to drop the bag. The others soon panicked from the falling bag.

"The game is over, little ponies," Tirek told them as he soon caught his bag. "THE POWER IS MINE!"

Megan soon noticed the heart-shaped necklace around her neck began to glow.

"The light..." Cherry said. "Megan, use the light!"

"Hey, you're right," Megan replied before opening the locket to bring out the Rainbow of Light against the demonic centaur. "Take this!"

"**TASTE THE RAINBOW, MOTHER-**" Cherry called out until she looked over to see a small speck of rainbow. "Hey... What's going on? Why isn't that working?"

"Maybe the Moochick was wrong." Twilight Velvet frowned.

"Behold the power of darkness!" Tirek told them as he unleashed the Rainbow of Darkness onto the Rainbow of Light to destroy it.

And where it seemed like it was being destroyed.

"Our rainbow! It's gone! We're finished!" The G3 Ponies cried.

Tirek laughed evilly at this, but the Rainbow of Light seemed to be fighting back.

"Our Rainbow's fighting back!" Megan smiled.

"It's can't be!" Tirek glared.

"Not while I'm around!" Sombra's voice exclaimed before a blast of dark magic hit the Rainbow of Darkness to increase its power.

"Sombra, get out of here!" Cherry glared.

"Oh, and are you going to stop me with your precious medallions?" Sombra smirked to the perky goth.

"Why not?" Cherry glared. "They always worked before and they still can!"

"Uh, Cherry, something's happening to the medallions." Mo said as she noticed that the medallions were starting to fade.

"What is it?" Cherry asked.

Mo pointed to Cherry's medallion.

"What? No! NO!" Cherry cried out, picking it up and shaking it. "Ooh! Why won't you turn on?!"

"The future is being altered which means your medallions will never exist." Sombra smirked.

"WHAT?!" Atticus, Cherry, Mo, and Patch yelped.

"Uncle Sombra, you can't do this to us!" Atticus cried out.

"I'm sorry, Atticus, but desperate times call for desperate measures." Sombra told him.

"Quick, we have to add light magic AKA good magic to counteract the bad magic." Patch told the others.

"What? How?!" Cherry replied, feeling useless as she stared at her medallion.

Atticus and Twilight soon shot their magic towards the Rainbow of Light to help it over come the Rainbow of Darkness.

"Oh... I wish I had stronger magic sometimes..." Cherry said. "I should really ask Drell for help on that when I get the chance."

Tirek's darkness soon shot out against the pathetic rainbow until it glowed brighter suddenly.

"The rainbow's fighting back!" Megan called out to the others.

"Wahoo!" Mo cheered as Sombra's magic seemed to be overpowered by the Rainbow of Light and Atticus and Twilight's magic.

"Will you help me with my magic...? ...Will you help me with my magic?" Cherry muttered to herself, practicing in asking for tutoring in her magic before glaring to look assertive. "You WILL help me with my magic."

The rainbow soon attacked Tirek's Midnight Chariot, much to his and Sombra's dismay.

"Woo-hoo!" The future group cheered.

"That was cool, guys." Cherry said softly to Atticus and Twilight.

"Hey, you'd do the same for us." Atticus smiled like a good friend.

Suddenly, a powerful wind whooshed all around as Tirek yelled out.

"And goodbye, Tirek!" Rainbow Dash smirked.

The guards seemed to disappear from the aftershock and out came friendly butterflies and blue birds.

"Oh... That's sweet..." Fluttershy smiled to that. "It's like when I first got my cutie mark."

* * *

The area around them soon changed into a peaceful looking place as the G3 Ponies that were captured were changed back to normal. Mo looked all around with a small smile as things were happy and peaceful again in the Dream Valley.

"Scorpan!" Megan gasped to their new friend. "What's happening?!"

Scorpan soon changed into a human man. This surprised the ones from the future, AKA G4.

"He's really a prince!" Spike told the others.

"Tirek turned me into Scorpan, and took over my kingdom." The man told them once he got back up on his feet.

"So, then, what about you?" Mo asked Spike.

"Yeah, are you gonna change back into what you were?" Twilight Velvet added.

"Not me!" Spike smiled. "I've always been a baby dragon!"

"Are baby dragons named Spike just a thing in this world or what?" Cherry commented.

"Not sure." Atticus shrugged.

"Say, where did Sombra go?" Pinkie Pie asked.

"Did we kill him?" Cherry asked, sounding a little too hopeful about the possibility of Sombra being dead.

"I don't think so," Twilight said to them. "Um... Hmm... Where could he had gone?"

"Probably back to his cave in the ethers." Atticus said.

"I hope he's gone..." Cherry smirked. "For his sake. I could've taken him down with my own magic."

The others looked to her.

"Uh... Help me tell Drell I want help?" Cherry asked.

"Cherry, you know his rules," Patch reminded. "If you really want him to help you, you have to tell him yourself. That way he knows you really want help and the first step of asking for his help is if you show independence."

"Yeah." Mo nodded.

"But I-" Cherry said to them, showing her vulnerable side.

One of the ponies soon sneezed, blowing a butterfly off her nose as she fell into the pond. This caused everyone, including the pony that sneezed, to laugh.

"Are you okay?" Pinkie Pie asked between laughs.

"Yes, I'm fine," Ember smiled as she came out of the water. "That was quite a ride."

"It sure was, Ember." Mo smiled back.

They all smiled to each other.

"Well, this was fun, but we should probably go back to our own home." Patch suggested.

"Yeah, but how do we do that? Dr. Whooves didn't tell us how we were going to get back after we kept the past from being altered." Mo said.

The others looked to each other in a panic. "**HEEEEEELP!**!" they then cried out as they seemed to be stuck where they were.

Suddenly, they were gone in a flash of bright light.

* * *

"**HEEEEEEELP!**" The others kept screaming until they were back in the Castle of Friendship until they looked over.

"We're stuck! Help us!" Cherry cried out. "I don't wanna be stuck in G3 Equestria! This place is a living cavity until we helped the ponies with the rescue from Midnight Castle! Help meee!"

"Uh, Cherry, look." Mo spoke up.

Cherry opened one eye and looked around before breathing in relief. "Oh, good, we're back in good old G4... Nothing can hurt us now."

"Well, this was a nice Equestrian adventure..." Atticus said. "But I feel like it's not over yet."

"You all are needed at Canterlot Castle immediately." Drell told the group.

"When you say immediately, do you mean-" Cherry spoke up.

"RUN!" Drell yelled out to them, freaking out a bit. "RUN TO THE CASTLE NOW!"

* * *

They soon ran off to Canterlot Castle.

"Why is there always running?!" Cherry cried out.

"Aw, come on, Cherry, running is good for ya!" Atticus encouraged.

"I wonder what's wrong now?" Mo frowned while panting.

"We'll have to find out," Patch said before seeing how fast everything went past them as they were running. "You were right, Pinkie."

"See?!" Pinkie Pie giggled before she soon got herself dizzy.

"I'm just so nervous!" Twilight whimpered. "We had to face that Rainbow of Darkness, but what could be next?! Somepony turned bad? Another evil creature back for revenge?!"

"Don't you think you're bein' a little paranoid?" Applejack asked her.

"Why else would Drell send us all to Canterlot castle in such a hurry?" Atticus asked Applejack.

"Good point," Rarity replied. "He and the Princesses know better than to make us worry."

Pinkie Pie soon laughed as she stared at the walls.

"Race ya!" Rainbow Dash smirked as she bolted off.

* * *

They continued to rush all the way into Canterlot Castle heading into the Throne Room.

"We're here!" Atticus told Princess Celestia and Princess Luna.

"Thank you all so much for coming." Princess Celestia smiled.

"What's wrong?!" Twilight asked. "What can we do?!"

"That's just it. Nothing's wrong!" Princess Luna smiled. "Everything's perfect!"

"What?!" Cherry yelped.

"Did y'all call us down here just to tell us that?" Applejack asked.

"With all due respect, Majesties, you might want to save your urgent summons for matters that are a bit more... Well, urgent!" Rarity suggested.

The two Alicorn sisters giggled to that.

"Well, there is more to it. Equestria is currently enjoying its longest period of harmony in recent years." Princess Luna explained.

"And it's all thanks to you, Twilight," Princess Celestia added. "And your friends, of course."

"Well, we have been getting better at defeating evil." Atticus smiled.

"You four are a very fine addition," Princess Celestia smiled back to him, Cherry, Mo, and Patch. "I knew it from the start."

"It's about time you noticed!" Rainbow Dash smirked.

"Thank you!" Twilight smiled loyally.

"Because of your efforts, there's been less and less for us to do." Princess Luna soon said.

"So, after much consideration, my sister and I have decided it is time for us... To retire!" Princess Celestia added.

This caused the Mane Six, Spike, Atticus, Mo, Cherry, and Patch to gasp after hearing that.

"Breaking news!" Discord smirked, dressed like paparazzi as he soon appeared. "The royal princesses retiring! I have so many questions! Who'll take over? Who will run Equestria? Will it be someone tall, dark, and handsome? Or will it be the Lord of Chaos?"

Everyone soon looked at him.

"Oh, fine," Discord then rolled his eyes. "Go with the obvious choice."


	6. Chapter 6

"You're retiring?!" Twilight and Atticus asked.

"_Princesses_ can retire?" Spike and Cherry added.

"Not just princesses... Eventually..." Drell soon said as he caught up with them.

"And who's going to be ruling Equestria after you retire?!" Cherry asked the princesses.

"Why, Twilight of course," Princess Luna replied. "I for one am looking forward to a little R&R. Maybe a trip to Silver Shoals."

"She's not the only one, right, Celestia?" Drell asked.

"Oh, quite right, Drell." Princess Celestia replied.

Drell grinned with a twinkle in his teeth about being right which made Cherry roll her eyes.

"And you want me to take your place?!" Twilight asked about the new position.

"Not just you." Princess Luna smiled.

"Who else?" Mo asked.

"With the help of all of you, of course!" Princess Luna replied.

"We can't think of anypony more worthy," Princess Celestia added. "Over the years, we've watched you grow. You've faced task after task..."

"Challenge after challenge-"

"Countless adversities," Discord rolled his eyes. "Yeah, yeah, yeah, we get it..."

"And you've always prevailed." Princess Celestia then concluded.

"They're not wrong." Drell said.

"Thank you, but that doesn't mean that I'm-That we're ready to do what you do!" Twilight panicked as usual.

"Oh, of course you are," Princess Celestia replied. "I realize this is a lot to take in, but-"

"Nope! Makes perfect sense. We're awesome!" Rainbow Dash smirked before gasping from excitement. "Does this mean we get all your powers?! Ooh, ooh! I call dibs on showing up in everypony's dreams! How come only Cherry gets to do that?!"

"Whoa! Whoa! Whoa!" Atticus called out as he pulled Rainbow Dash back with his magic.

"You can't be ready to step into their horseshoes just like that!" Twilight told Rainbow Dash.

"Well, if the princesses think it's time to retire, we're not a bad choice," Applejack replied. "We always have Equestria's best interests at heart."

"Yeah, just like I want Atticus to run the Witch's Council when I officially retire." Drell soon said.

"Excuse me, but there is one thing that you are kinda forgetting." Atticus said.

"And what's that?" Cherry asked him.

"I know," Patch said. "Our family and friends! If we stay here to rule Equestria, then we'll have to leave Earth forever."

"You can make new friends." Drell replied, nonchalantly.

"Drell?!" The others gaped at him.

Drell soon snickered to that. "Okay, okay, maybe that much... Eh... I guess just Spike and the Mane Six will do."

"That's a fair point..." Twilight said before taking out a paper and a quill. "Which should be taken into consideration when we have a round table discussion-"

"Well, I'm in!" Rarity chimed in. "Darlings, we'll all need a complete wardrobe update! And I would love to pick your brain about mane maintenance when you have a moment."

"Actually, they just need a few days to put somethings together for the celebration." Drell said, referring to Princess Celestia and Princess Luna.

"A few days?!" Twilight laughed nervously.

The rest of the Mane Six soon groaned.

"But that's so soon!" Twilight continued. "Shouldn't there be some sort of training program that lasts weeks? No, months? If not years?!"

"Everything you've gone through over the years has been a training program." Princess Celestia replied.

"It really has." Drell nodded.

"Uh... Well... Um..." Cherry stammered.

"As long as we all have each other, I'm sure we can do it!" Fluttershy smiled, hugging Rarity with one hoof.

"Yay!" Pinkie Pie beamed, putting her hoof in. "'Protectors of Equestria' on three! One... two..."

Everyone else soon looked to Twilight to join in.

"If you're all on board, I guess I am, too." Twilight sighed as she soon joined in.

"Protectors of Equestria!" Everyone soon cheered.

"Well... All right..." Cherry then said. "But, um, we'll need some sort of rules to go by."

"Yes, I have it right here.," Discord smirked, taking out a book. "'How to Rule Equestria', by Nopony McPretendsmith."

Drell rolled his eyes slightly at this.

"The friendship journal you wrote yourselves is a better guide than any we could provide." Princess Luna advised, bringing out the book to the violet Alicorn.

Twilight soon began to hyperventilate.

"We have the utmost confidence in you." Princess Celestia smiled.

"And we hope you have the same in yourself." Princess Luna added.

Twilight was still hyperventilating and soon brought out a paper bag for herself to breathe into.

"Oh, I'm absolutely certain she does." Discord smirked sarcastically.

* * *

Twilight looked scared to death as they soon met up in the meeting room. "I am not confident about this at all!" she then cried out to her friends.

"Well, that's what I thought," Discord said as he combed his goatee with a fork. "I was being sarcastic before."

Atticus looked angry with Discord as that wasn't helping.

"What? This is all so predictable," Discord rolled his eyes from the angry stare. "Now's the part where you all tell little Sparkle here that everything is going to be fine, but she won't believe you. Ugh... I don't need to be here for this." he soon teleported himself away.

"It's just... I know I said yes, but then they said 'in a few days', and there's still so much to figure out!" Twilight began to get paranoid as Applejack soon set her down in her chair. "It's all happening so fast!" she then hyperventilated into her paper bag again. "I think I need some-"

Rarity soon brought over a glass of water.

Twilight then took it, drinking it before letting out a calm sigh at first. "Okay! I'll feel much better-"

"Once you make a plan?" Rarity guessed with a knowing smirk.

Spike soon came flying to Twilight's side with some pieces of paper and a quill.

"Oh, wow, it's almost like you-" Twilight started.

"Knew you were gonna act this way? We did." Spike said with a knowing a smirk.

"Classic Twilighting." Pinkie Pie smiled as she appeared from behind Twilight's throne.

"'_Twilighting_'?!" Twilight replied. "You... You made me a verb?"

"It's not a bad thing," Applejack smiled. "We just know you have a... Process."

"You do always get like this, Twi." Cherry added.

"Yep." Atticus nodded.

"Stage 1: You get big news and you're like 'Nooooo!', but then you pace, and you chart, you worry..." Rainbow Dash listed.

"It's okay," Fluttershy smiled to her. "You go ahead and 'Twilight', and we'll be here for you."

Twilight looked at all of them in a panic. "You're all acting so calm! But this is a big deal! What do we do if something big happens and the princesses aren't there to help?!"

"Uh, since when have the princesses helped?" Patch asked.

The others stopped to think about that for a moment.

"Well, we still always win!" Pinkie Pie smiled. "Like when Sombra almost took back the Crystal Empire, or when Chrysalis pretended to be Cadence, or when Tirek came back and absorbed all the magic, or the other time Chrysalis tried to take over, or with Cozy Glow and the school!" she then took a deep inhale since that was all in one breath before she asked, "Am I missing anything?"

"Pony of Shadows." Rarity reminded.

"Starlight when she was evil." Spike added.

"Discord when _he_ was evil." Fluttershy added.

"Do Flim and Flam count?" Applejack asked.

"See? We've almost always done things without the princesses' help!" Rainbow Dash smiled to Twilight. "Which makes sense now, because it was all just training for you to take over!"

"And it worked!" Spike added. "I mean, if you think about it, there hasn't been a single villain that we couldn't defeat."

"Phew!" Twilight then sighed in relief from that.

"For now, I think we can relax." Patch said.

"Well, that sounds good by me." Cherry replied.

Everyone soon decided to take a little break from the mass hysteria over Princess Celestia and Princess Luna's retirement. Unknown to them, there was one villain that they had not faced yet. Also, little did they know, there was a certain meeting, involving the villains.

* * *

Cherry was trying to practice being assertive like she did back home, but she kept doubting herself. "Ugh... What is wrong with me?!" she then complained. "I can stand up against bullies... I can even speak my mind, even if no one will listen... Why can't I do this?!"

"Can't do what?!" Pinkie Pie beamed as she came out of nowhere.

"Gaugh!" Cherry yelped, jumping high in the air and seemed to clutch to the ceiling like a cat. "Pinkie Pie, how many times have I told you to never do that?!"

"Um...10." Pinkie Pie smiled.

Cherry soon jumped down with a slight glare. "What are you doing here...?"

"Checking on you!" Pinkie Pie smiled. "You disappeared!"

"I was just thinking..." Cherry sighed softly.

"About what?" Pinkie Pie asked.

"...Stuff?" Cherry replied.

"Ooh, I love to think about stuff too!" Pinkie Pie smiled, pulling Cherry into a hug. "Like cupcakes... Pies... CUPCAKE PIES! Hey, where do you think King Sombra went after we faced him at the Midnight Castle?"

Cherry grunted, trying to get out of the hug while she was talking.

* * *

**_Meanwhile, elsewhere..._**

"One day, you'll see!" Queen Chrysalis glared. "I will defeat Twilight Sparkle and her friends!" she then let out an evil cackle."

The Changeling Queen was shown to be talking with logs that she had carved her followers' faces into as she was on her own now since Thorax rebelled against her.

"And they will pay for stealing my kingdom!" Queen Chrysalis then continued, but suddenly, she disappeared in thin-air with some shadows like Sombra had back in G3 Equestria/Dream Valley.

* * *

We are soon shown Tartarus.

"Psst, Tirek!" A cutesy voice smiled.

"It is Lord Tirek," The evil centaur groaned. "And what is it now?"

"I just wanna make sure you can see my best friends rock sculpture from over there!" Cozy Glow smiled to him.

Tirek looked very annoyed until they soon disappeared with the shadows next.

* * *

We are soon shown a creature drawing what looked to be a summoning symbol. A crystal came out from the drawing, bringing out a hauntingly familiar form. The villains soon appeared from where they were summoned from.

"Lord Tirek!" Chrysalis glared to the centaur.

"A Changeling?" Tirek replied before whispering to Cozy Glow about his title. "See? She gets it."

Cozy Glow simply rolled her eyes at that.

"Chrysalis, Queen of the Changelings!" Chrysalis glared as she came up to Tirek and Cozy Glow. "Or at least I will be, when I'm restored to my rightful place! Why did you summon me? What do you want?!"

Cozy Glow yelped, hiding behind Tirek's leg with an innocent, sickly sweet smile to the Changeling Queen. "Oh, golly! We didn't bring you! I thought you freed us from Tartarus!"

"Tartarus?" Chrysalis replied. "Whoever pulled you from there must have been somepony very powerful indeed."

They soon heard Sombra's evil laughter and where they soon saw Sombra appear out of the shadows.

"King Sombra!" Chrysalis gasped at first. "You have returned? Why did you bring us here?"

"He didn't..." A dark voice said before an evil figure appeared which was a blue ram, looking quite aggressive and villainous. "It was I. You may call me... Grogar."

This caused Chrysalis and Tirek to gasp.

"_The_ Grogar?" Chrysalis asked the evil blue ram.

"I thought you were a legend." Tirek told Grogar.

I've heard of you." Sombra said to the ram.

"Who?" Cozy Glow asked, feeling lost.

"I assure you, I am very real," Grogar told them. "And you have all been brought here as part of my plan to rid Equestria of Twilight Sparkle and her friends once and for all." he then let out a sinister chuckle.

"I am so sorry, Grophar? It just doesn't ring a bell." Cozy Glow shrugged.

"GroGAR!" The ram corrected, glaring at her which made her fall of of the stand she stood on. "I have been away too long if my name no longer strikes fear into the heart of one so tiny. Perhaps a demonstration of power is in order?" he soon brought out a glowing sphere and blew it towards Tirek.

Tirek soon cupped it in his hands and began to eat the magic which transformed him into his big and strong form, which he liked a whole lot. "Grogar is ancient and extremely powerful," he soon told Cozy Glow more about the evil ram. "The land that would become Equestria was a mere collection of farms and pastures until he declared himself emperor of all he saw. I remember hearing tales of his tyranny when I was young."

"I have also heard of the first Emperor of Equestria: the Father of Monsters." Sombra said.

"I gave life to the foulest of creatures and allowed them to run wild, taking what they wanted and destroying the rest," Grogar informed as he looked to his crystal ball, showing them some pictures to tell his story with. "My reign was a glorious, fear-soaked epoch of darkness in Equestria."

"Ha!" Chrysalis smirked. "Until Gusty the Great rose up and banished you."

"That fool believed taking my bell would defeat me!" Grogar growled at her. "But she only weakened me temporarily."

"Um, Tirek is really old no offense, you look great," Cozy Glow told the demon centaur before facing Grogar. "But if he knew about you when he was young, we different ideas of what temporarily means."

"Silence!" Grogar glared, scaring her against Tirek while pacing by the other villains. "I've spent millennia gathering power, biding my time, waiting for the perfect opportunity to seize control of Equestria! And watching all of you. I've seen each of your humiliating defeats at the hooves of six puny ponies. And do you know why they've always bested you?"

Sombra was about to say something, but...

"Because they cheat!" Chrysalis glared.

"Because they are annoyingly lucky." Tirek added.

"I'm just a kid, so..." Cozy Glow shrugged.

"It is because they work together," Grogar told them all. "Where one is weak, another is strong, and thus unified, they are a formidable force! But we shall use their own strategy to defeat them."

"What are you suggesting?" Chrysalis asked.

"I suggest nothing," Grogar replied. "I demand that you join me, and together, Equestria will be ours!"

"I don't do 'ours'. I only do _mine_," Sombra huffed. "I will take back the Crystal Empire on my own, and I will destroy any pony who gets in my way, especially that meddling brat who's befriended my sole heir to the throne!"

"Such confidence," Grogar told him. "Go! Try to take back your kingdom. I shall send you there myself. If you prevail, you may keep it, but when you fail, you will submit to me!"

"And if I refuse this deal?" Sombra asked Grogar.

"Then I shall return you to the darkness from which you were summoned." Grogar threatened.

"Fine! But this is a waste of time, as I will crush those who defy me," Sombra glared before smirking boastfully. "I will defeat all who get in my way! I'm going to kill that pesty friend of Atticus's once and for all! I'm-"

Grogar soon sent him away, feeling annoyed with the unicorn stallion before looking to the others. "I advise the rest of you to prepare to work together!"

"Well, working together sounds an awful lot like making friends, so... You two are in luck, because I know all about that!" Cozy Glow said before smiling and sitting on Tirek's shoulder.

Tirek soon flicked Cozy Glow off his shoulder. Sombra's laugh seemed to be heard as Cherry looked around with wide eyes, getting chills all throughout her body.


	7. Chapter 7

**_Later on, at the School of Friendship..._**

"Twi! You in here?" Starlight asked, knocking on the doors of the headmare office before opening the door. "With the school closed for the summer, I didn't think anypony would be here-"

A list was then thrown at her.

"So much to do, not enough time!" Twilight panicked, looking at her papers, spiraling out of control. "No! I already did that! Wait, no, I didn't! Uggggh, not enough time!"

"Twilight!" Starlight called out as she got one of the papers out of Twilight's sight.

"Help! She's spiraling!" Spike cried out, but in a hushed tone. "We're at the 'my plan needs a plan' stage of a total Twilight meltdown!"

"Please help," Atticus told Starlight. "Not even I can get through to her!"

"Oh, got it." Starlight replied to them.

"Did I write down 'eliminate redundant lists' on my School of Friendship to-do list or my personal to-do list?" Twilight asked herself.

"Good luck." Patch told Starlight.

Starlight nodded and soon tried again. "Twilight!"

"Gah!" Twilight yelped until she smiled to the pink unicorn. "Starlight! Oh, good, you're here! I need to talk to you."

"Okay...?" Starlight replied.

"Hang on, I had 'talk to Starlight' written down on one of these," Twilight said in a worried frenzy. "Just let me find it so I can cross it off!"

"Wow, you are 'Twilighting' hard." Starlight said to her.

"You say 'Twilighting', too? Well, excuuuuse me!" Twilight glared slightly. "This is the first time I've ever been asked to run a whole kingdom!"

"You're right, you're right; so, what did you want to talk to me about?" Starlight smiled nervously.

"Ah, here it is! I wrote it down," Twilight smirked as she soon read the note instantly. "'Starlight, you have blossomed into one of the strongest, smartest, most caring ponies I know, and I can't think of anypony better to leave in charge of my castle and the School of Friendship'! So what do you think?"

"What?!" Starlight soon panicked. "You want me to take care of the castle and run the school?!"

"Yes?" Twilight replied.

"Uh... I can't! I'm not ready!" Starlight yelped. "Remember what happened the last time you left me in charge?! And now you want me to do it permanently?! What if I don't do the right things?!" she soon began to hyperventilate. "What if-?!"

"Starlight, get a hold of yourself!" Twilight told her, sounding stable for once since she was told the news from Celestia and Luna. "You've risen to every challenge you've ever faced. You can do anything you put your mind to. You've got this."

Atticus was about to say something, but soon smirked once he realized what just happened.

_'Ooh, Starlight, you clever unicorn.'_ Patch thought to himself with a smirk.

"Ha! And so do you," Starlight smirked to Twilight. "See what I did there? You just said everything you need to hear."

Twilight soon let out a laugh as it seemed like Starlight had failed her idea. "Nice try. But running a school and running a country are two very different things. Now, if you don't mind I have 7,432 things to take care of before I become the new ruler of Equestria!" she then began to hyperventilate again, bringing out her paper bag.

"It was a valiant effort." Spike sighed to the pink unicorn.

"Yeah, it was a clever idea though." Patch said.

Starlight gave a small smile to them, appreciating that as she tried her very best.

* * *

Cherry was soon pacing around to herself, trying to think of ways to ask for help on her own since everyone else was busy and this was her responsibility. _'Okay, just calm down and be assertive.'_ Cherry thought to herself.

Some shadows soon passed by her, making her shake more chills down her spine.

"That almost felt like..." Cherry told herself before slapping her face with her hand and shaking her head. "Aw, come on, Cherry... You're letting your nightmares of King Sombra get to you. I mean, it's not like he's gonna come back to haunt you in reality... Even if he disappeared in Midnight Castle... And you're all alone... With no one else around... With Atticus helping Twilight... Again... Ooh... Maybe the others are back in the Castle of Friendship..." she then said before running off. "THERE'S NO NEED TO FEEL SCARED!"

But unfortunately there was.

* * *

Everyone soon met up at the castle.

"Thanks for coming so quickly-" Twilight told the others.

Discord soon appeared. "Sure thing, but if you're gonna be the ruler of Equestria, you may want to work on your penmanship," he said, putting on a pair of reading glasses as he took out the paper he was given. "This looks like it says, 'Cadence sent an emergency message. Sombra's back, and he's taking over the Crystal Empire'."

"That's exactly what it says!" Twilight told the draconequus frantically.

Cherry soon went wide-eyed after hearing this and soon screamed and started to hide.

"But... But how is that possible?!" Rarity gasped. "I thought the Crystal Heart had dispelled him into the ether, except for maybe when we saw him in Midnight Castle."

"He just won't quite!" Cherry muffled. "He only comes back to see me suffer! He treats me like a chew toy or something!"

"I have no idea!" Twilight told the others. "But he's back, and it's up to us to save the Empire and my family!"

"Shouldn't somepony tell Celestia and Luna?" Fluttershy suggested.

"Ooh, good point!" Discord smirked to the pegasus. "One of us should probably loop in the real rulers of Equestria."

"No, we have to handle this ourselves." Atticus said.

"Atticus is right," Twilight agreed. "If we're going to run Equestria, we'll need to handle things like this on our own."

"Oh, Twilight!" Discord smirked, bringing out a fireball with Twilight's image sitting at the throne. "Could this mean that you finally have the confidence to ascend to the throne like the princesses believe you can?"

"Maybe?" Twilight smiled nervously and innocently. "Unless you'll consider taking care of Sombra for us?"

Cherry and the others, minus Atticus, looked up to Discord the same way.

"Oh, no-no-no-no!" Discord smiled bashfully before shaking Twilight's hoof, giving her a trophy, graduation cap, and a check. "You're absolutely right! You need to learn how to handle these things on your own. Ta-ta!" he then disappeared from the room.

"Handlin' things on our own is all well and good, but last time we defeated Sombra was with the Crystal Heart." Applejack said to the others.

"What if he has it already?" Spike panicked. "How are we gonna stop him?"

"Why not use the Elements of Harmony?" Patch suggested.

"With the Elements of Harmony, of course!" Twilight smiled. "With those, we can defeat anypony! Even Sombra!"

"Ah, no, no, no. You didn't need the Elements the last time you defeated Sombra," Discord said, coming out from the door, making it look like a shower curtain as he appeared to be cleaning himself. "And I'm not sure that using them still counts as 'handling things on your own'."

Twilight soon glared at the draconequus. "My family is in danger. I'm not taking any chances."

"We don't have any other choice." Mo told Discord.

"Ugh, fine." Discord rolled his eyes, leaving behind the curtain/door.

"What's his problem?" Pinkie Pie wondered.

"Starlight, can you stay here and take care of the school?" Twilight asked.

"I've got you covered." Starlight promised.

"Let's go get the Elements of Harmony." Atticus said.

Cherry shivered as she continued to hide.

"Come on, Cherry, let's go stop Sombra." Atticus told her.

"I... I can't..." Cherry said. "No matter what we do, he just comes back and torments me."

"Cherry, don't worry; after this, he won't bother you anymore." Atticus promised.

Cherry looked back to him.

"Our nightmares will be over," Atticus smiled. "Just you wait and see."

Cherry looked to him and gave a small, weary smile back.

"Now, come on, let's go get the girls their Elements of Harmony since we already have ours." Atticus smiled.

"All right," Cherry replied. "Let's go. The final battle against King Sombra."

* * *

They soon came to the Tree of Harmony with the Mane Six, bringing out the Elements of Harmony since the time was right. Once they had the Elements, it was now time to head down to the Crystal Empire.

* * *

Sombra smirked, sitting at his new throne, eating some grapes and chuckled as Flurry Heart tried to hit him with her magic. "It's cute that you think that will do anything."

"Then how about us?" Atticus's voice asked.

"Atticus? Cherry? Mo? Patch?" Shining Armor and Cadence asked in surprise, not recognizing them since they were in their normal forms and no longer in their Equestrian forms.

"Cavalry's here!" Pinkie Pie smirked before charging with the others against the evil unicorn stallion.

"How can I be surprised when I'm waiting to show all of you your greatest fear?" Sombra chuckled to all of them.

"Wait, what?" Cherry asked.

"You... I've had just about enough of you!" Sombra glared before smirking. "Why bother showing you your worst fear when I'm right here?"

Cherry gave a glare back, though she gulped a little since it was true that she was afraid of him. Sombra soon used his magic on the group so they could live their greatest fears. Atticus grunted until his eyes widened and was forced to face his fears.

* * *

His parents were shown, Patrick looked angry with tears in his eyes while Emily was crying and everyone else glared and cried at him while it looked like they had been bruised and he found himself surrounded by his dark crystals which had hurt them all terribly.

"No. No, no, no, no, no." Atticus said out of fear.

"I'm so angry and disappointed..." Patrick glared as he held Emily. "You are not my son."

"No, this isn't real, this is just Sombra's magic." Atticus said as he held his head and tried to wake up from the fear.

* * *

"You should _all_ surrender!" Sombra grinned darkly. "Nothing can defeat your own fears!"

The Elements of Harmony and the Elements of Harmony medallions soon glowed, freeing the Mane Six, Atticus, Mo, Patch, and Cherry from Sombra's magic.

"We didn't need to defeat them," Twilight soon said with a confident smile. "We just needed to face them long enough to distract you!"

Spike soon breathed fire on the crystal trap that held Shining Armor, Cadence, and Flurry Heart, and Cadence flew off with the Crystal Heart.

"Nooooo!" Sombra yelled out, trying to get it back.

Flurry Heart soon zapped magic from her own horn as she flew freely with her family.

"It's cute that you think that'll do anything." Shining Armor smirked.

"Nice try though." Atticus added.

Cadence soon fixed the Crystal Heart and let it shine and work its magic. The Crystal Ponies and the empire were soon cured just like it should have been.

"...That was too easy..." Cherry commented.

"You may have won the battle, but I shall win the war!" Sombra growled to all of them.

"Yeah, yeah..." Patch rolled his eyes.

Sombra soon disappeared.

"He's gone!" Cherry said before smirking. "That wasn't so bad."

"See?" Atticus smiled.

"We totally just wiped the castle with that guy!" Rainbow Dash flew around happily.

"Yeah, we did!" Cherry added.

Spike and Flurry Heart soon hugged Twilight happily.

"Thanks, Twily." Shining Armor smiled to his sister.

"That was fun!" Pinkie Pie beamed.

"And easy." Applejack added.

"As magical battles go, that was a cakewalk." Rarity smiled.

"Mm... Cakewalk..." Pinkie Pie smiled hungrily before moonwalking with cake on her hooves.

And where this caused everyone to laugh as that looked funny. Even Cherry had to laugh from the silly sight.

"We did handle this pretty well," Twilight smiled to her friends. "On our own."

"Does this mean...?" Spike smiled back, hopefully.

"I still don't feel like I'm 100% ready, but will I ever?" Twilight replied.

"I'm sure you will, Twilight," Atticus smiled. "When you're ready."

"I have you guys, and we have the Elements," Twilight smiled back. "And together, we've never failed. We'll be okay."

Everyone then shared a cheer from victory and friendship.

* * *

They soon came to the Tree of Harmony to bring back the Elements.

"Once again, Equestria is safe." Twilight smiled.

"What should we do to celebrate?" Fluttershy wondered.

"I vote for a cakewalk!" Pinkie Pie suggested.

"Oh, Pinkie Pie." Patch sighed with a smile.

They soon heard and felt a rumbling all of the sudden as they began to leave.

"What's goin' on?" Applejack asked.

"I don't know!" Twilight gasped.

Dark crystals soon appeared which hit the Tree of Harmony, shattering the Elements of Harmony onto the ground into pieces.

"No way..." Atticus said out of shock.

"My worst nightmares are real!" Cherry gasped.

Sombra soon came back with a wicked laugh to all of them.

"What... Just... Happened?!" Rainbow Dash asked.

"The Tree of Harmony can't really be gone, can it?!" Fluttershy asked out of fear.

"It can't be!" Twilight replied.

"But it is!" Sombra grinned. "You thought you defeated me, but you led me right to the source of your power. Now that it's destroyed, nothing can stop me!"

Cherry shivered, but soon gulped as she tried to look brave and marched up to Sombra. "Yeah, well, w-w-we don't need the Elements!" she then told him. "W-We can s-still beat you th-the old-fashioned way!"

"Cherry's right!" Rainbow Dash glared at Sombra.

Sombra soon came up towards Cherry. Cherry gasped as she began to back up.

"I'm getting very tired of your meddling!" Sombra narrowed his crimson eyes. "I'm not going to waste any time on you this time... You are going away,** AND THAT IS FINAL!**"

"No! Don't!" Atticus cried out.

Sombra soon powered up his horn and soon zapped it right at Cherry, seeming to disintegrate her from where she stood. This shocked the Mane Six, Atticus, Mo, and Patch.


	8. Chapter 8

"Ch-Cherry..." Atticus whispered. "W-What did you do to her?!"

"Something that should've been done a long time ago," Sombra glared. "Join me in the Crystal Empire! You have no other choice now!"

"No, Atticus, don't!" Patch told his owner.

Atticus frowned as he didn't know what to do, he soon walked over to Sombra's side, bowing his head. The others gasped from that.

"You chose... Wisely." Sombra smirked.

Atticus didn't say anything, but a tear rolled down his cheek and it fell to the floor, looking like a broken heart. Twilight frowned and soon tried to put the Elements back together, but it was useless, and before any of them could react, Sombra used his magic to make dark crystals circle all around the group. Twilight soon tried to use her magic to destroy the crystals, but of course, it would be no use.

"Ha! You're no match for me!" Sombra laughed as he circled them. "I will finally rule the Crystal Empire!" he then gasped as he had a better idea. "Wait... With you out of the way, I will rule ALL of Equestria!"

"No!" Mo cried out.

"Oh, yes," Sombra grinned. "And I think I know exactly where I'll start."

"Don't you dare say it!" Applejack glared.

"Your sweet, little hometown." Sombra soon said.

"You leave Ponyville alone!" Rarity cried out.

"Or what? Without your Elements, it would be so easy to control you." Sombra smirked before he used his dark magic.

The group soon yelled out of fear as dark hands reached out for them.

"But there's no point," Sombra soon said as he retracted them. "My conquering Ponyville is already your greatest fear!"

"We'll stop you!" Patch barked as he tried to use his medallion to shoot out magic.

"Come, Atticus..." Sombra said. "We have work to do."

"Yes, Uncle Sombra." Atticus replied softly.

"Atticus... No..." Mo whispered, reaching out to him.

Sombra and Atticus soon took off through the shadows.

"What do we do?!" Fluttershy frowned.

"I don't know! The Tree of Hamony grew the Elements! It kept the Everfree Forest under control!" Twilight frowned back, feeling worried and sad. "And now it's gone. Sombra will take over Equestria, and it's all my fault! I knew I wasn't ready to take the princesses' place, but I never thought I'd mess up this badly!"

The group soon looked to Pinkie Pie, hoping for her to lighten up the situation.

"What are you looking at _me_ for?" The pink earth pony replied.

"This is usually when you say something funny to lift our spirits." Rainbow Dash told her.

"Sorry," Pinkie Pie bowed her head. "Nothing about this is funny to me."

"Great." Patch sighed.

"I'm sorry. I'm trying to be strong, but I just can't bear to think about poor Sweetie Belle under the spell of that monster!" Rarity sniffled as she soon began to tear up.

"Or those sweet little Cake twins..." Pinkie Pie added.

"Or Spike, or Starlight..." Rainbow Dash soon added.

"Or Angel..." Fluttershy frowned. "Or anypony forced to do that monster's bidding!"

"There has to be something we can do." Patch frowned.

"Ah dunno what we can possibly do in a time like-" Applejack began until some dirt splatted onto her. "What the-? Twilight, what are you doin'?"

"We can't just stay here." Twilight said as she began to dig underground. "I don't have a plan, and I don't know what I'm gonna do once we get out, but we can't sit here and let Sombra make slaves of everypony we love!"

"Let me help! I'm faster!" Rainbow Dash said, digging after her.

"I like digging!" Pinkie Pie added, acting like a power drill.

"I've been known to get my hooves dirty!" Fluttershy joined in.

"Move over, y'all!" Applejack added.

"Normally, I wouldn't dream of digging, but right now, **SHOW ME THE MUDDY!**" Rarity even added in.

"Oh, poor Cherry..." Mo frowned. "We can't go home without her... She just can't be gone... She just can't be!"

"And what about Atticus?" Patch frowned.

The two soon followed after the Mane Six as things looked grim and dark for their future. Even if they could stop Sombra, what would they do without Cherry?

* * *

In the Netherworld Gym, Drell soon appeared with a certain body over his shoulder and he soon laid it down on his barbell bed. He took out a special potion from his pocket and soon opened Cherry's mouth and put the bottle in her mouth as color soon came back into her face. Cherry grunted and coughed and soon woke up, wiggling and falling out of the bed as it was as if she came back to life.

"Good. You're back." Drell said.

"D-D-Drell...? What...?" Cherry asked. "I saw this skeleton... He said my time had come, and King Sombra had killed me... What a terrible nightmare."

"I'm afraid that wasn't a nightmare, Cherry," Drell told her. "You actually got _killed_ by him."

"How am I here then?" Cherry asked.

"I had to make a sacrifice of my own." Drell said.

* * *

We are shown Cherry getting disintegrated by Sombra, much to everyone's horror.

Cherry blinked and soon woke up in a waiting room with a bunch of other people by a body of water. "Where am I...?" she then muttered.

"The River Styx..." A voice said, with a scythe around her neck, but not cutting it as it was used to show her the source of the voice: skeleton in a black robe. "I am the Grim Reaper... I am... DEATH! And you, Cherry Butler, are DEAD!"

"Oh, my..." Cherry gulped.

"Your time has COME!" The Grim Reaper told her.

"No! Please! No!" Cherry cried out.

"_I'll_ wager for her soul." A voice said.

"Who dares challenge Death?!" The Grim Reaper glared.

Drell was soon shown with his own glare as lightning flashed behind him dramatically.

"Drell, you wish to wager for her soul?" The Grim Reaper asked.

"Yes," Drell replied. "She is my student, it is not her time yet."

"You dare challenge me?" The Grim Reaper asked.

"Yes... What if we play a game?" Drell asked. "Winner gets to keep Cherry."

"Very well, what game shall it be?" The Grim Reaper replied.

"Ooh, _I_ get to choose?" Drell smirked. "I thought you'd make me play Chess or something."

"You're right... Chess will be more interesting with YOU for an opponent..." The Grim Reaper told him. "You're more brawn than brain anyway."

"I'm doomed..." Cherry whispered to herself.

Drell soon cracked his neck, unintimidated even though he wasn't a very good Chess player, always using his muscle over his intellect in any challenge, such as wrestling or football, which others often labeled going up against him as a death wish of its own right.

* * *

**_However..._**

"I win... Check. Mate." Drell told the skeleton.

"How did you beat me?!" The Grim Reaper cried out. "You don't play Chess!"

"Edward and Zelda taught me," Drell glared. "Hand her over!"

The Grim Reaper glared before grumbling as he handed Cherry over to Drell.

"Thank you~" Drell smirked, carrying Cherry in his arms, walking off.

The Grim Reaper grumbled as the warlock soon left.

"Where are we going?" Cherry asked. "What's going on?"

Drell soon took her to the marketplace, looking for a certain bottle and soon opened it up. "Ah, here we go..." he then held it out to her which sucked her inside into a ghost ball form. "Don't worry, Cherry, I'm bringing you back."

* * *

**_Present Day..._**

"So, you put my soul in a bottle, found my body in Limbo, and brought me here?" Cherry asked. "What even is my life anymore?!"

"Cherry, your time was not up yet; you still have a future." Drell told her.

"I see..." Cherry said softly.

Drell soon walked off from her. "You need to rest here a bit before you can go back... We might as well enjoy each other's company until it's time for you to go back with a partner who I'll show you once we're set to leave." he then said.

"Um... Since I'm here... Uh..." Cherry said, still feeling shook up and nervous from asking him this. "If you have time or if you care... Uh... Could you... Could you... Help me with my magic?!"

"Sure." Drell said.

Cherry bit her lip nervously.

"So... You tired of being afraid of King Sombra?" Drell asked.

Cherry's lips seemed to quiver with tears in her eyes before she broke down crying. "Yeeees!"

"Thought so." Drell nodded.

Cherry continued to cry, feeling so weak and miserable.

Drell looked to her and soon decided to give her a hug while she let it all out. "I'll help you... But there's someone else who also needs help in magic herself..." he then said.

"Who?" Cherry sniffled.

Drell smirked and soon pointed in the corner of the room, bringing out three kids from his magic, one of which was very familiar by now. "Whoops! I guess I overdid it..." he then said.

"What the heck happened?!" Megan asked, looking around.

"Megan?" Cherry asked.

"Cherry?" Megan replied.

"Megan Williams..." Drell said.

"...This place looks amazing." Megan said, looking around.

"Thank you," Drell replied. "It's called a gym!"

"I don't think that's what she meant." Cherry mumbled.

"You don't know that." Drell said.

Cherry stuck out her tongue, pulling down an eyelid. Drell soon did the same, making a funny noise with it.

"What's going on?" Megan asked.

"Megan, you must help the fate of Equestria, and..." Drell said before seeing the younger children. "Erm... Who are these two?"

"My brother and sister," Megan said. "Danny and Molly."

"Hmm..." Drell hummed before thinking if Danny and Molly would be of any help.

"I have to look after them," Megan said. "They're my responsibility."

"Well... I guess they could stay, but we have some magical training to go through," Drell said. "Cherry, you're gonna have to go through a lot of rigorous tasks under my tutoring. Each task more painful or humiliating than the last, you won't stop until you get it right, I'll keep you here as long as it takes, are ya scared?"

"A little." Cherry replied.

"Good." Drell nodded.

"Good?!" Cherry asked.

"Megan, little did you know, you were born under an ancient spell," Drell told the blonde girl. "It's very rare when a human can visit the magical world of Equestria. It seems that the signs have chosen you to live in the world, after your courage, friendship ability, and endurance against Lord Tirek in Midnight Castle during G3."

"G3...?" Megan asked.

"Yes, the realms of the pony worlds are in Generations," Drell told her. "This one is known as Generation 4, or G4 for short. The one you were visiting with my students was G3, which was the one I'm not very crazy about."

"Whoa." Megan said.

"It's very rare..." Drell said to her. "I'm not sure why you of all people were chosen, but while you're here, you might as well have some magical tutoring with Cherry. Luckily, time passes by differently in this realm, so once it's time to go back to Equestria, you can still beat King Sombra."

"Who?" Danny and Molly asked.

"King Sombra," Drell repeated to educate them. "He was once the ruler of the Crystal Empire. When he took over, he was a very cruel tyrant... The more power was better for him, which of course not good for Equestria. Before him was a very kind and graceful ruler known as Princess Amore, she became the first Crystal Queen/Princess."

"...She looks like Cadence." Cherry said, pointing to the unicorn in his picture, meeting a very young Sombra who was a colt at the time.

"That's because that was her mother." Drell told her.

Cherry let out a gasp from that.

"Eventually, Sombra embraced his dark heart many years later, even if he became friends with Celestia and Luna back when King Solar Flare and Queen Majesty were still in command," Drell then continued. "Having known of his true nature all along, Amore tells him it's not too late to choose his own destiny. Sombra, enraged that Amore knowingly caused him years of pain with the tradition of the Crystal Faire, turns her into a black crystal statue, shatters her into pieces, and scatters her pieces across the world."

"Dang..." Cherry whispered.

"So, what does he have to do with Cherry?" Megan asked.

"Sombra craved having an heir... Someone to have his powers... Someone who would rule by his side..." Drell replied. "Since Celestia rejected any feelings towards him since his heart was as black as his mane, Sombra traveled all over to look for someone to take as his heir for revenge... He chose Atticus to be that very heir."

"And then I became his best friend." Cherry said, referring to Atticus.

"That doesn't so bad." Molly said.

"Yeah... Sure..." Cherry replied. "Only once I became friends with Atticus, and we discovered the magic of friendship together, it seemed to foil Sombra's plans... So... He wants to kill me."

Molly gasped. "Just for being friends with Atticus?"

"Yes," Cherry nodded. "He comes back whenever he gets the chance to haunt us during adventures to make Atticus give in and get rid of me."

"I'm telling you," Drell whispered. "You're the Anastasia to his Rasputin, and I'm not talking about Cinderella's step-sister."

"So, when do we start?" Megan asked.

"Right... NOW." Drell said before smirking.

Cherry and Megan looked to each other.

* * *

And so, began the magic tutoring, Danny and Molly had to watch since Drell didn't know what to do with them right now, and Megan also had to babysit them.

"I'd given up hope that someone would come along, A fellow who'd ring the bell for once, Not the gong~," Drell began to sing during the training. "The kind who wins trophies, Won't settle for low fees, At least semi-pro fees, But no, I get the greenhorn~"

"I'm trying!" Cherry cried out.

"I've been out to pasture, girls, my ambition gone, Content to spend lazy days and mow my lawn~" Drell continued to sing during the training. "But you need an adviser, a warlock but wiser~"

Cherry and Megan panted a bit.

"A good merchandiser~" Drell sang as he lifted Cherry's head a bit as she tried to shoot unicorn horn magic, but it went out of control and soon hit him.

Cherry grinned nervously from that.

"I'm down to one last hope and I hope it's you~," Drell sang as he made them do push-ups to keep up their strength. "Though, kid, you're not exactly a dream come true, I've trained enough turkeys, Who never came through, You're my one last hope so you'll have to do~"

* * *

Cherry and Megan were soon facing a fake Sombra.

"Rule #95." Drell told them.

"Concentrate?" Cherry guessed.

"Yep!" Drell told her. "Try to get him."

Cherry smirked and soon charged at the fake Sombra. As she charged at the fake Sombra, fake dark crystals started to come up.

"Huh?" Cherry's eyes widened.

"Shoot him!" Drell told Cherry.

Cherry soon tried to shoot magic at the fake Sombra, and where she seemed to miss the fake Sombra and instead hit Drell, pinning him against a wall.

"Rule #96..." Drell glared, looking very annoyed. "**AIM!**"

"Oh, my gosh! I'm so sorry!" Cherry panicked.

"It's okay... It could've happened to anyone..." Drell grunted, coming out of the wall.

* * *

Megan and Cherry soon went through other training through weather changes such as blizzards and storms. Megan was surprised to see that she had some of her own magic and abilities due to being born under the Equestrian prophecy, giving her an almost Sailor Moon-like ability, and where Danny and Molly knew that their sister would be great.

"Other adventurers have faced the odds, And ended up a mockery, Don't believe the stories that you read on all the crockery~" Drell sang through some more training, refusing to stop until Cherry and Megan got it right.

* * *

Cherry soon seemed like she could give up during target practice while Megan seemed to improve gratefully.

"To be a true hero, kid, is a dying art~," Drell advised to Cherry as she soon hit the target properly without even meaning to, and he soon smiled to her, showing her that. "Like painting a masterpiece, it's a work of heart~" he then playfully ruffled up her hair.

Cherry didn't seem to mind Drell doing that.

* * *

Training got more and more extreme, but eventually, Cherry and Megan did much better than when they started.

"It takes more than sinew, Comes down to what's in you, You have to continue to grow~" Drell sang to the girls.

Cherry soon flew around perfectly and much better than when she and Atticus tried out for the Wonderbolts Academy, destroyed some dark crystals with her magic, and soon became a better sword-fighter, and soon dashed by the warlock with a smirk.

"Now that's more like it!" Drell smiled to her, picking her up and spinning her happily.

* * *

Megan and Cherry were soon shown at the beginning of an obstacle course.

"I'm down to one last shot and my last high note, Before that blasted King Sombra gets your goat~" Drell sang.

Megan and Cherry both gulped and soon began to run through it, using their magic to help get them through it and any dangers.

"My dreams are on you, girls, Go make 'em come true~" Drell sang while Danny and Molly bit their nails nervously. "Climb that uphill slope, Keep pushing that envelope~"

Cherry and Megan began to get through the obstacles, thanks to their magic. Crystal spikes soon came out, surrounding them along with pony dummies that came to life to attack them.

"You're my one last hope and, girls, it's... Up... To... Youuuu~" Drell sang as Cherry and Megan soon defeated the obstacle course together in victory. "Yeah!"

Cherry and Megan soon laughed together, having fun.

"Did you see that?" Cherry smirked. "I wiped the floor with 'em!"

"Okay, Cherry, take it easy." Drell warned.

"Come on, I wanna get off this realm," Cherry smirked. "Next stop, King Sombra!"

"Whoa! Whoa! Whoa!" Drell told her.

"Aw, come on, Drell!" Cherry rolled her eyes.

Drell sighed, shaking his head. "All right... I guess you're ready... After all, you finally showed guts to ask me for your help. I know you've been repressing your fears ever since I took you under my wing."

"So then can we go?" Cherry asked.

"All right, I'll send you there." Drell said.

"Wait! You're not coming with us?!" Cherry asked. "I thought you were gonna come too!"

"What have you got to be afraid of?" Drell replied, poking her chest slightly. "I taught you everything, and now you must put my private teaching into good use. Atticus and I can't protect you forever."

"You're right, you're right," Cherry said before remembering Danny and Molly. "Who's going to watch over those two while we're gone?"

"I will." Drell said.

"Uh... Are you good with kids...?" Cherry asked.

"Of course I am!" Drell replied, taking out a coffee mug that said 'World's Greatest Uncle' on it. "Why do you think I have this?"

"Because of no competition?" Cherry smirked.

Drell simply glared slightly to that smirk. Cherry's eyes widened from that as he soon came up to her.

"If I were you, I would go right now before I show you I can be scarier than Sombra and haunt your nightmares for the rest of your existence!" Drell told her.

"Um! Sure! Yeah!" Cherry replied. "Come on, Megan, let's go to Equestria!"

"Good luck, girls!" Danny called out.

"Be careful." Molly pouted.

"You be good for Drell, we'll be back soon," Megan smiled before whispering so her younger siblings wouldn't hear her. "I hope."

Soon, Cherry and Megan were sent away together.

"Oh, I hope they don't get themselves killed." Drell whispered through his teeth.

* * *

**_Meanwhile, back in Ponyville..._**

The others were soon rushing in after digging out of the Crystal Empire. They all gasped in horror of the sight of the dark crystals that ruined their hometown.

"Apple Bloom!" Applejack gasped as she ran to her little sister as she was walking off with her timberwolf boyfriend, though they both appeared to have blank green eyes. "It's me! Look at me, SugarCube!"

Apple Bloom looked at her blankly before walking off with her boyfriend like she didn't even notice her.

"Sweetie Belle, stop!" Mo's voice called out.

Sweetie Belle was walking off blindly with Button Mash.

"We gotta free them!" Patch frowned to Twilight. "Do you think you can free them?"

Twilight soon flew up, trying to get the others to snap out of it, but it was useless. "I... I can't! Without the Elements, my magic isn't strong enough to stop Sombra's!"

"Spike! Starlight! Stop!" Patch called out as he tries to stop the baby dragon and Twilight's pupil.

Nothing seemed to stop them.

"Where are you going?!" Patch cried out.

"We must lay siege to Canterlot." Starlight replied dully.

"No! Snap out of it, you two!" Twilight cried out. "You're stronger than his magic!"

* * *

They soon heard Pinkie Pie's scream coming from SugarCube Corner. They soon rushed over to see Mr. and Mrs. Cake dragging their twins behind them with a black cake and Pinkie Pie tried to stop them.

"He made them bake a black licorice fruitcake that says 'Congratulations to Our Favorite Supreme Emperor King Sombra' in green frosting!" Pinkie Pie cried to them, feeling absolutely miserable. "**IT'S THE UGLIEST CAKE I'VE EVER SEEN!**"

"Twilight, this is bad!" Rainbow Dash cried out. "Like, really bad!"

"I've never been so sad in my whole life!" Fluttershy sobbed as she tried to hug Pinkie Pie.

"I don't know what to do!" Twilight cried out to her friends. "I don't know how to free them, but I don't know how to stop Sombra! Everypony was so sure I'd do such a great job! Well, this is exactly what I was afraid of! Could anything else possibly go wrong?!"

Mo and Pinkie Pie saw something that was happening with the Everfree Forest and decided to bring it up as a suggestion before revealing it.

"Well... With the Tree of Harmony gone, the Everfree Forest could grow out of control and threaten the town!" Pinkie Pie said.

"Darling, that's oddly specific." Rarity replied.

Mo and Pinkie Pie soon made Rarity see that exact thing happening which made them all panic.

"Even if we figure out how to defeat Sombra and bring everypony back to Ponyville, if we don't stop the forest, there won't be a Ponyville to come back to!" Twilight said to the others.

"I think it's time we do some gardening against the Everfree Forest." Mo said.

"Right!" Rainbow Dash nodded and soon flew off to pick up some gardening tools.

Mo looked around with her before collecting some and they flew back to the others. Everyone soon took a gardening tool of their own.

"For our friends!" Fluttershy proclaimed.

"For our families!" Rarity and Mo added.

"For our home!" Pinkie Pie, Patch, and Applejack added.

"For Equestria!" Twilight added.

They all soon charged together towards the forest. "Equestria!" they then called out on the way.


	9. Chapter 9

**_Meanwhile, in Canterlot..._**

Atticus hung his head in depression as he walked with the army of zombified ponies behind him. The guards soon glared out to Sombra, but soon panicked, unable to do anything as he shot his dark magic at them.

"You! Break it down!" Sombra grinned to Big Mac.

Big Mac soon ran forward, charging at the door a couple of times, and soon broke the door down.

"We're almost to the throne room." Sombra smirked to Atticus.

"Yaaay..." Atticus said weakly before sniffling. "Cherry..."

"Quit sniveling," Sombra told him. "Princes don't snivel!"

"Sorry..." Atticus frowned.

They soon made it into the empty throne room.

"They've fled! Celestia and Luna are too cowardly to even stand against me!" Sombra grinned before looking to Atticus. "Equestria is ours!"

Atticus had a feeling he knew the reason why Princess Celestia and Princess Luna weren't in the throne room. Sombra claimed Celestia's throne with a smirk. Atticus soon joined him in Luna's throne, still grieving over Cherry's 'death'.

* * *

**_Meanwhile, back with the Mane Six, Mo, and Patch..._**

Taking care of the garden proved to be a bigger challenge than anticipated.

"Come on, everypony!" Fluttershy cried out as she tried to help the poor animals who were trapped, but shrieked as some thorn vines came out to her.

Applejack soon ran through them with a plow to cut the vines to save Fluttershy and the animals.

"These things just won't stop growing!" Patch muffled as he began to tear up parts of the Everfree Forest.

"We've been at this for hours, but it's just growin' back too fast!" Applejack cried out.

"We have to keep trying!" Twilight told them.

"I don't know if I can do any more!" Mo frowned.

"Same here." Patch panted.

Suddenly, some magical zaps came out to destroy the plants. Everyone looked up and smiled to see that the Alicorn Princess Sisters had come to help them.

"The Princesses!" Mo beamed.

"They came back!" Patch added.

"I know we're supposed to be able to handle things on our own, but I've never been happier to see two ponies in my whole life!" Applejack smiled in relief to the two Alicorn Sisters.

Suddenly, someone else appeared. "Nopony is meant to handle this on their own!"

"Star Swirl!" Patch beamed to the ancient unicorn sorcerer.

"Oh, boy, are we glad to see you." Mo smiled.

"Star Swirl!" Twilight cried out. "The Tree of Harmony, it's-!"

"I know," Star Swirl replied to her. "I alerted the princesses as soon as I could. I felt it when it happened. Like part of my essence just ceased to be."

"I know what you mean," Twilight frowned. "I'm sorry."

"Don't be," Star Swirl said, lifting her head with his hoof. "I've more than enough magic in me to keep the Everfree Forest under control."

"Do you really think you can keep it under control?" Mo asked him.

"The Pillars and I planted the Tree of Harmony," Star Swirl reassured with a smile. "Who do you think kept the Forest under control before it did?"

"No way." Patch smiled back.

"Oh, yes way... It will take time, but with the princesses' help, I can keep it at bay!" Star Swirl replied.

"Thank you, Star Swirl." Patch smiled.

"But of course." Star Swirl smiled back as he soon went to help the princesses, and where his magic proved that he could handle keeping the Everfree Forest at bay.

"Aw, yeah!" Rainbow Dash beamed. "Go get 'em, Beardy!"

Twilight soon rushed beside her teacher. "Sombra's back, and he's taken control of all of our friends and he took Atticus with him after he destroyed Cherry!"

"We've left Canterlot defenseless!" Princess Luna gasped.

"Twilight, you must go! Defend Equestria, and we shall contain the forest." Princess Celestia advised her student.

"At least we're back to just one problem." Pinkie Pie told the others.

They soon teleported away.

* * *

Outside of the Canterlot Castle were ponies under Sombra's influence along with a young centaur who was recruited to stand guard, but mostly because he was said to be the son of Lord Tirek, but he didn't seem to be happy to be part of the zombified pony army. The ponies soon turned around to see that they had company which was a bit horrifying.

"Ooh... That's so unsettling..." Mo whimpered.

"Aw, everypony's all evilly!" Pinkie Pie frowned.

"Sombra's gonna force us to fight our way through our friends?!" Fluttershy yelped.

"This reminds me of a Powerpuff Girls episode." Patch commented to himself.

"Wait, one of them isn't hypnotized." Mo said, pointing to the centaur.

"Who is that?" Patch wondered.

Rainbow Dash soon flew by the army, but soon got blocked by The Wonderbolts, making her stop instantly. The zombified unicorns soon began to use their magic to try and shoot Rainbow Dash down.

"Okay, guess we need a different plan. Twilight?" Rainbow Dash said as she flew behind her Alicorn friend nervously.

"I don't know! I'm not prepared to fight against the citizens of Equestria!" Twilight frowned. "I guess that's one more thing I'm not ready to do..."

"Well, we'd better figure out somethin' quick, because none of them seem to have a problem with it!" Applejack yelped.

The drawbridge to the castle soon lowered to bring out more ponies.

"Clark..." Applejack whispered out of heartbreak.

The young centaur looked like he wanted to help the group. The other ponies soon began to attack.

The centaur frowned. "I've always wanted a friend of my own... What am I doing?"

Patch heard what the young centaur said, thanks to his strong hearing.

"Run!" Mo yelped.

Patch shook his head and soon ran from the zombie pony ambush. Fancy Pants took out a net as he charged with the others in his group.

"Oh... Sorry about this, Fancy Pants." Rarity frowned, tying a ribbon around his eyes to block his vision and soon used her horn's magic to tie them all up in a net.

"Smart thinking," Mo smiled at the fashionista unicorn. "That way we don't have to hurt them."

Applejack and Pinkie Pie soon tied on the ends to two crystal spikes.

"We promise we'll let y'all out as soon as we can!" Applejack reassured.

Fluttershy and Rainbow Dash soon began to fly away from Crystal Pony Guards, but they seemed to follow after the two pegasi wherever they would fly. Rainbow Dash soon used this to her advantage while Fluttershy felt scared. The two soon nodded to each other once a plan was made and they soon flew up, making the guards crash into each other. Twilight caught them with her magic and set them down so they wouldn't have a rough fall.

"Gotcha!" Rainbow Dash smirked to that.

The Wonderbolts soon whooshed by.

"I don't know how long we can hold them off!" Mo cried out.

"And holdin' them off isn't what we need anyhow!" Applejack added. "We need to get inside!"

Two cloaked ponies soon came at the top of a hill and soon charged towards Canterlot. The young centaur looked like he really wanted to help the group.

"But we can't just leave them here, all possessed and Sombra-fied!" Rarity cried out.

"What do we do, Twilight?!" Pinkie Pie yelped.

"I don't know, but we can't stay here!" Twilight said, getting ready to teleport.

The young centaur soon charged up his horns, but instead of draining the magic from the group, he teleported them and himself inside.

* * *

"I'm sorry we couldn't help our friends, but I didn't know what else to do." Twilight said to the others.

"At least we're inside." Patch replied.

"Yeah! All we have to do now is defeat King Sombra!" Pinkie Pie added with a nervous laugh.

"But, wait, Twilight, I didn't see your horn glow, so how did we teleport in?" Mo asked. "Could it have been Discord?"

"My horn didn't glow?" Twilight asked.

"I brought you in." A voice said.

They all turned around and saw the young centaur.

"Tirek!" Patch snarled, going with his first instinct.

"I'm not Tirek," The young centaur told them. "My name is Torak; I'm his son, but I'm not like him."

"Oh... I'm sorry." Patch said, calming down now.

"Lord Tirek has a _son_?" Mo asked.

"Hmm... More like adoptive son, but yes this is his son." Discord said as appeared, eating a pickle.

'Here comes his puns.' Mo thought to herself, referring to Discord.

"Oh, my. No Elements? No princesses?" Discord remarked, looking to all of them. "Seems like you're in a bit of a pickle!" he then snapped his fingers, taking out a jelly jar. "Or are you in more of a jam?" He then dipped the pickle into the jelly and ate it happily. "Mmm!"

"Eeeyauugh..." Mo grimaced.

"Discord! What are you doing here?!" Twilight asked.

"Well, I was going to hang these up all over the castle to celebrate your coronation, but apparently it's a bit premature." Discord replied.

"I'd say a little more than a bit." Torak said.

"Ah... Little Torak... You've grown up a bit." Discord said.

"You two know each other?" Patch asked.

"A bit," Discord replied. "Much like King Sombra, Lord Tirek wanted an heir of his own for once he would conquer Equestria."

"Of course." Patch said.

Torak soon walked over.

"All you want is a friend, right?" Patch asked.

"Actually... Yeah... But who'd wanna be my friend?" Torak frowned.

"I would." Patch smiled.

"You're just saying that." Torak frowned.

"No, because I'm loyal, helpful, and good natured like all dogs are," Patch smiled. "I know that you could use a friend, and I'm the friend you need. Boy, does that take me back..." he then whispered about the last thing he just said.

"Thanks." Torak smiled.

"Discord, we're so happy to see you." Mo smiled to the draconequus.

"That's something you don't hear every day," Twilight commented. "We could really use some all-powerful Lord of Chaos help right now!"

"Moi? Oh, I couldn't possibly." Discord smirked as he walked off.

The others began to follow him, then saw the royal Canterlot Guards who soon saw them and glared.

"Oh, poodles!" Pinkie Pie cried out.

"Discord, please, we beg of you!" Mo begged.

"Oh, fine," The draconequus rolled his eyes, tossing his book over his shoulder. "Just to be clear, I was really rooting for you to do this on your own and parlay that confidence boost into being the best protectors of Equestria you can be."

The guards kept running for them.

"A little less talking and a little more helping?!" Rainbow Dash begged.

Discord soon snapped his fingers, trapping two guards in a web, one was sent down a trapdoor, and the final one was pelted with ice cream.

"Thank you, Discord!" Fluttershy gasped happily.

"I don't know what we'd do without you!" Twilight beamed at Discord before they made their way to the throne room.

Discord looked soft from that before following them.

* * *

Sombra soon continued to use his magic to bring out more and more dark crystals in the throne room.

"Okay, King Sombra!" Rainbow Dash glared as they soon barged in. "Time to give up the crown!"

"Here to fight the good fight with nothing but your wits?" Sombra laughed at them. "Admirable, but foolish!" he soon tried to shoot them with his magic, only for Discord to use his magic to protect the group.

Atticus lay on the floor as he was still clouded over his grief of losing Cherry that he didn't even notice the others.

"Well, I guess it's on me to be the MVP today," Discord said to the others, using his own magic against Sombra's magic, much to the evil unicorn's frustration. "I was betting on you, and I do hate being wrong. Although if you think about it, I am your friend, so maybe you win because friendship wins? Although Fluttershy should get most of the credit for that. She's my favorite."

That seemed to be the answer Sombra was looking for as he shoots his magic towards Fluttershy. Discord yelled out as he soon went to jump in front of the yellow pegasus, soon getting hit by the magic blast which made him fall to the floor in slight pain.

"DISCORD!" Fluttershy cried for the draconequus.

"Not even the Lord of Chaos can stand against me!" Sombra laughed in victory. "I am truly the most powerful creature in Equestria!"

The Mane Six soon crowded around Discord in fear and panic. A magical blast was soon shot at Sombra from the doors, showing one of the cloaked ponies. Sombra soon blocked the magical blast with his magic. The cloaked pony soon jumped out of the way from the blast and soon charged to him.

"Fool! You cannot defeat me!" Sombra glared to the cloaked pony. "Why aren't you under control?!"

"Who is that?" Atticus asked.

Another cloaked pony came out.

"Torak, deal with that one while I deal with this one!" Sombra glared.

The first cloaked pony soon zapped him against his flank when his back was turned.

"Why, you-?!" Sombra growled.

Both cloaked ponies soon shot their magical blasts at Sombra.

"Enough!" Sombra snapped before shooting his own magic at both magic blasts.

And where it sent both cloaked ponies flying down to where Discord was, and where they were revealed of who they were.

Atticus cupped his mouth in worry before running over.

"Atticus! Get back here!" Sombra commanded.

* * *

Atticus helped out the cloaked ponies before seeing who they were, even if one of them he hadn't seen in a pony form before. "Megan Williams, and... CHERRY?! You're alive?!"

"Yep," Cherry nodded. "You can thank Drell."

Atticus had tears in his eyes and he soon pulled her into a hug. "Oh, I know you're not a hugger, but I've really missed you!" he then cried out.

"I've missed you too," Cherry told him. "But I think Discord needs our help; after all, he did get hit by Sombra's magic."

Atticus soon let go as they surrounded the draconequus.

"Discord!" Rainbow Dash cried out.

"We need you!" Twilight added.

"Oh, please wake up, please wake up..." Fluttershy began to tear up.

Discord soon woke up after being shook slightly.

"Oh, Discord!" Fluttershy smiled tearfully.

"I'm so glad you're okay!" Twilight added in happy relief. "We can't beat him without you!"

"You couldn't beat me WITH him, either!" Sombra laughed.

"It would appear that you're on your own," Discord weakly coughed to the group. "I have nothing left to give."

"What about Torak?" Rarity asked.

"My magic isn't that strong." Torak shook his head.

"Oh... Torak..." Megan frowned, walking up to him. "You could at least help."

"I don't know what I could do with the magic I have." Torak replied.

"You still have friendship," Megan said to him. "I also just learned myself that friendship IS magic."

"Can't you see you're all doomed and finished?" Sombra replied. "I can't believe it's taken you this long to realize it. Now, how shall I eliminate all this clutter in my throne room?" he then grabbed a hold of Cherry with his own magic. "I don't know how you got back, but you're not going to once I'm rid of you again! They say a freshly deceased soul who gets brought back must rest for three days or else they'll go straight to Tartarus, **AND THAT'S WHAT _I'M_ GOING TO DO WITH _YOU_!**"

"Let her go!" Atticus shouted before blasting Sombra with his magic.

Sombra glared to Atticus with a growl. Cherry soon shot her own magic to Sombra, showing them all that she wasn't scared of him anymore. Sombra looked surprised by this before continuing to glare.

"Let's go, Sombra!" Cherry glared like Twilight against Tirek in the episode Twilight's Kingdom. "Just you and me!"

"Cherry, I can't let you face him alone." Atticus said.

"I'm ready, Atticus!" Cherry replied. "Drell made me work my fingers to the bone!"

"But you can't defeat him, not alone." Discord told her before coughing.

"He's right, Cherry," Megan said. "Let your friends help out."

Cherry looked back to them, both hopeful and attempting to look brave. "You're right... I need some friends by my side."

"Of course." Atticus added.

"You too, Discord," Cherry said. "You're my friend."

"Listen to me. You don't need me. You don't need the princesses, and you certainly don't need the Elements," Discord replied before coughing. "Fluttershy, you will always be kind. Applejack, you will always be honest. Rarity, you'll always be generous, and Rainbow Dash and Patch will be loyal as can be. Pinkie will always bring laughter wherever she goes. Cherry, you have grown out of your shell to share your Element of Empathy, Atticus, you are very strong, with or without your Element of Friendship, not to mention how brave Mo is most of the time for all of us. And Twilight, you are and always will be the embodiment of magic. You lost sight of what's in front of you. You're here, together, willing to give everything you've got for Equestria. Nothing and nopony can ever take that away from you, because that's who you are."

The Mane Six, Atticus, Mo, Patch, and Cherry smiled sadly as that really helped them realize that.

"It's going to take more than a sentimental speech to save you." Sombra laughed.

"Discord's right. We've proven time and time again that the real magic is the ten of us working together!" Twilight soon said bravely. "With these folks by my side, I'm not afraid of you! I'm not afraid of what you can do or how much power you have!"

"You should be." Sombra retorted.

"I'm not gonna let you hurt my friends or let you control me anymore, _SOMBRA_!" Atticus glared, dropping the uncle part for once in his life.

Sombra and the others were surprised to hear Atticus call Sombra just by his name and not Uncle Sombra.

"You are not my uncle," Atticus glared. "You're just a villain with selfish needs and desires, and I'm not letting you be apart of me anymore!"

Sombra soon shot magic, but Atticus, Cherry, and Twilight all blocked it off with their own magic.

"You may knock us down, but we're gonna get back up again!" Cherry glared, approaching Sombra with all her bravery against the stallion who haunted her nightmares and adventures over the years for her friendship with Atticus.

Sombra shot his magic again but Atticus, Cherry, and Twilight blocked it off with their own magic again.

"And again!" Twilight glared as the others began to join approaching Sombra.

Megan soon joined in with her own Equestrian magic with a brave look on her face. Torak wasn't sure what to do, but he soon joined them to take down King Sombra as even he seemed tired of the evil unicorn stallion.

"As long as we're together, we will never stop trying to defeat you!" Megan proclaimed.

Sombra soon shot his magic straight at Megan. Torak soon tried to protect Megan from the magical blast. Megan then glared, shooting her newfound Equestrian magic against Sombra's magic. Sombra began to try to overpower her magic with his own like how he tried to change history in G3. The others soon began to join it.

"I'll kill you, Cherry Butler, if it's the last thing I do to keep my heir as nature intended!" Sombra snapped to the perky goth. "Even if I have to haunt your nightmares for all eternity!"

* * *

The rest of the Mane Six soon began to join in.

"For our friends!" Fluttershy smiled.

"For our families!" Applejack and Rarity added.

"For our home!" The others soon added on.

"For Equestria!" Megan proclaimed with the group.

A magic glow began to happen all around the group.

"No! This can't be possible!" Sombra cried out, though he sounded more like a kid throwing a temper tantrum about not getting ice cream than dark and evil like he was supposed to. "YOUR magic can't defeat MINE! I destroyed the source of your power!"

"You can't destroy our friendship, Sombra!" Twilight replied.

"And we keep telling bad guys." Rainbow Dash added.

"But y'all just don't seem to remember." Applejack added.

"Friendship IS magic!" The whole group concluded together.

They soon used their magic of friendship on Sombra to defeat him this time.

Sombra yelled out as he was soon sent away instantly, unable to get away in time. "**NOOOOOOOOOOO!**"

The crystals soon disappeared and all was well once again as it seemed that King Sombra was finally dead.


	10. Chapter 10

Everypony was soon freed from the hypnotic trance. Peace was happily restored in Ponyville and all over Equestria.

"We did it!" Megan beamed as she soon brought Torak into a friendly hug.

Torak was surprised by the friendly hug before hugging her back. It was a happy day indeed for everyone in all of Equestria.

"Oh, Discord, let's get you comfortable." Mo suggested.

"We'll go get you some pillows." Megan smiled.

Discord smiled back to all of them and they soon made him happy and comfortable due to the shot he was given from Sombra.

"Better?" Megan asked.

"A little bit, yes." Discord nodded softly.

"Can we get you anything to drink?" Torak asked.

"Maybe some juice... Only if it's not too much trouble," Discord smiled weakly. "And it's red. And it has one of those little umbrellas. And two cherries. No, no, actually, make it three. And maybe, uh... Some donuts?"

"Of course." Fluttershy smiled back to him.

"I see you've made yourselves at home." Princess Celestia said as she entered with her sister.

"The Princesses." Torak said out of amazement before kneeling before the two Alicorn princesses.

"Oh, hello there." Princess Luna said to the young centaur.

"Aren't you Lord Tirek's son?" Princess Celestia asked.

"Yes, I am, Your Majesties." Torak sighed.

"Don't hurt him though!" Megan cried out. "He helped us!"

"Oh, he did, did he?" Princess Luna asked.

"Yes... All I want is some friends... But if you treat me like my father... I'll understand." Torak said softly.

"Hmm... We'll discuss this after having a word with Twilight." Princess Celestia told him.

"Yes, Princess." Torak said softly.

The two princess sisters soon walked off from the young centaur.

"I'm sure you'll be okay," Megan smiled to Torak. "I'll be your friend."

Torak smiled back at Megan.

"Celestia! Luna! I know what you're going to say," Twilight said to the princesses. "I should have called on you as soon as I knew how dangerous it was. A good leader knows when to ask for help, and I didn't. And because of me, the Tree of Harmony was destroyed. Equestria deserves somepony much better than me as its leader."

"You're right." Princess Celestia replied to her student.

_'Wow, blunt much?'_ Cherry thought to herself.

Twilight sighed and Atticus put his arm around her in comfort.

"About one thing," Princess Celestia soon continued. "A good leader knows when to ask for help, but a great leader has the courage to admit when they've made a mistake and the strength to make it right. Today, you've proven to me beyond any doubt that you will be a great leader."

"Will be?" Twilight asked hopefully.

"You mean...?" Atticus added.

"Luna and I have decided it may have been a bit unfair to thrust this upon Twilight without giving her the time you need to prepare." Princess Celestia explained.

"Oh, thank goodness!" Twilight sighed from deep relief. "I really wasn't ready!"

"Not ready?!" Discord asked out of shock as he jumped out of the pillows before starting to walk over to the princesses and the others as he started ranting. "So Twilight's not taking over? This was all for nothing? I was pretending to be hurt and gave one of the most encouraging speeches of my-"

"_Pretending_ to be hurt?!" Cherry interrupted.

Fluttershy and Twilight both gave him a look.

"Of course! You don't think some 'would-be king' could actually hurt the Lord of Chaos, do you?" Discord replied with air-quotes.

"Well, he killed ME and nearly succeeded!" Cherry replied.

"...Anyway, as I was saying, I pretended to be very hurt to convince you that you didn't need anything but yourself to be the incredible leader I know you can be," Discord soon continued out of vast disappointment, splitting himself in half. "And now it's not happening?!"

"It will, but when she's ready." Princess Celestia assured him.

"That's a very mature moment." Megan smiled.

"Thank you, dear." Princess Celestia smiled back to her.

"How can she not be ready?!" Discord complained as he began to leave out one of the windows. "What a waste of a perfectly wonderful speech! Ugh! Honestly, I don't know why I even bother." After he left out the window, he closed it like a door.

"Ugh! So he could have ended the whole Sombra thing whenever he wanted?" Cherry complained. "I nearly had to risk my life twice in the same adventure! I had to go through training from Hell to get over my nightmares of Sombra. I HAD TO ASK DRELL FOR HELP ALL ON MY OWN!"

"But he didn't because he cares." Fluttershy smiled.

Cherry looked mildly annoyed from that.

"That's Discord for ya." Rainbow Dash shrugged.

"He sure has a weird way of bein' supportive." Applejack commented.

"Super odd dude." Pinkie Pie added.

"I heard that!" Discord glared as he appeared in one of the stain glass windows before teleporting away.

Cherry snickered a little from that while everyone else shared a hearty laugh.

"Also, truth be told, Celestia and I had fun today fighting side-by-side with Star Swirl for our home," Princess Luna smiled to all of them. "It's been years since we've gotten to do what you girls do. You all make it look so easy."

"Well, we are kind of an awesome team." Rainbow Dash replied.

"Yeah, we are." Mo smiled.

"Every adventure is heart-pounding, but so rewarding." Fluttershy smiled.

"Naturally." Patch replied.

"I'm up for anything, as long as it's with all of you!" Pinkie Pie beamed to them.

Rarity let out a small giggle. "Life certainly hasn't been dull since we met."

"Nowhere else Ah'd rather be." Applejack smiled.

"We are pretty incredible together, and we would do anything for Equestria," Twilight smiled back to all of her friends. "I guess I know, when the time comes, as long as we're together, we probably-"

"We will." Atticus smiled.

"We _definitely_ got this." Twilight then smiled back.

"Aww!" The group beamed and they all shared a group hug with each other.

Princess Celestia and Princess Luna soon went back to discuss what to do with Torak.

"Now... Torak..." Princess Celestia said to the young centaur.

Torak bowed his head at first.

"We understand you're Lord Tirek's son... But perhaps you can show us that you aren't just like him." Princess Luna then said.

"I really am not like him, Your Majesties." Torak told the Alicorn princesses while still bowing.

"Well, we really hope not because we would like you to stay in Ponyville as a new resident," Princess Celestia smiled. "And perhaps also as a new student for the School of Friendship."

"Really?" Torak brightened up, coming up from his bow. "Are you sure?"

"You have helped the others when they needed it, and you've shown nothing but friendship when that was all you really needed, so we allow it." Princess Luna granted.

"Oh, thank you, Your Majesties." Torak smiled.

"You're very welcome." The Alicorn sisters smiled back.

Torak bowed to them and they bowed back to him.

"School of Friendship?" Megan asked.

"Oh, yes," Twilight smiled. "We built to teach various creatures all about friendship, and not just ponies."

"Cool." Megan smiled back.

"Yes, quite," Twilight smiled back. "Um... Would you like to become a student?"

"Oh! Uh... I should probably get back home to Danny and Molly," Megan said. "They're my brother and sister."

"They're right here." Drell's voice said.

"Yaugh!" Cherry yelped.

Drell soon came over with Megan's younger brother and sister.

"Danny! Molly! Oh, thank goodness you're okay." Megan said, running over to her younger siblings in relief.

"We're fine, Megan." Molly smiled to her older sister.

Megan soon hugged them both.

"Can we stay with the ponies?" Molly asked.

"Oh, we can't," Megan frowned apologetically. "We have a home."

"Aww!" Molly frowned.

Drell soon used his magic to show Megan and the kids some news. "Actually..." he then said.

"Hm?" The Williams siblings looked up to them.

"This... Shall be your new home." Drell continued.

"What? Why?" Danny asked.

"Read the news and you will know why." Drell said.

The Williams siblings looked to him as he made a newspaper appear out of magic and Megan began to read it as she took a look at it which had included the words 'car crash'.

"What did you do?!" Cherry whispered frantically to Drell. "Did you kill their parents?!"

"I'm afraid it was The Fates." Drell frowned.

"What do you mean?!" Cherry asked.

"Well..." Drell paused before whispering into her ear.

Cherry's eyes widened before frowning sadly.

"Mommy... Daddy...?" Molly pouted.

Megan knew she had to be strong for her younger siblings.

"I'm very sorry." Drell said to the Williams siblings.

"W-Where we live...?" Megan whimpered, trying so hard not to cry. "Wh-What're we going to do?"

"...Stay in Ponyville." Drell told them.

"Can we really stay?" Molly sniffled.

"Well... Um..." Megan said. "I..."

Applejack came beside the girl, putting a hoof around her. "Ah know how it feels..." She said softly about the siblings losing their parents at a young age, even though she had them back in her life, she could understand.

"Where are we going to stay Ponyville?" Danny asked.

"Oh, the poor darlings are homeless." Rarity frowned.

"Where did y'all used to live in?" Applejack asked the Williams siblings.

"On a farm." Molly said.

'Of course they did.' Drell thought to himself.

"Hmm... Maybe Ah could ask Granny if we have any room for y'all..." Applejack wondered.

"Even with Clark, Krypto, Ma and Pa-I mean, Mr. and Mrs. Kent moved in?" Atticus asked her.

"Eeyup." Applejack nodded.

"Hmm... Well... If you think you guys have enough room..." Atticus replied.

"Do Ah need to remind you of the Apple Family Reunion?" Applejack smirked. "We got plenty of room."

"Fair enough." Atticus smirked back.

"Ah'm sure we can take 'em in," Applejack smiled. "It'd sure be nice to have some new folks down on the farm with plenty of experience."

"I'll take your word for it," Cherry said. "So, uh, Drell, was Sombra going back in time around Midnight Castle the reason why our medallions weren't working properly?"

"Yes," Drell replied. "Sombra tried to go back in time to G3 to prevent you guys from being able to survive in G4 such as altering your medallions."

"Ohh." The adventure group smiled.

"Your magic should good now of course." Drell told them.

"So, King Sombra is gone for good then, right?" Cherry asked. "We don't have to worry about him ever again? Okay, thanks, Drell, we're gonna go on vacation now."

"I'm afraid he was only sent back to the Cave in the Ethers." Drell told them.

"Yes, so we never have to worry about King Sombra ever aga-gagagaga... Cave in the Ethers?!" Cherry soon said before babbling in a panic. "WHAT?!"

"Yep," Drell nodded. "But don't worry; I put a spell on the cave that will only break if Atticus and Mo have a child or two that has the same crystal power as their father and him."

Mo looked a bit bashful from the mention of having kids with Atticus.

"You guys gonna have kids?" Cherry asked Atticus.

"Sure, maybe someday," Atticus smiled bashfully. "And that means you get to be their godauntie."

"Yeah." Mo nodded.

"Well, I-... Me?" Cherry replied.

"Cherry, you're my sister," Atticus smiled. "Of course you get to be like an aunt to our children."

"You have been with him for practically his entire life." Drell added.

"And Atticus has been my brother." Cherry replied.

"It's so touching..." Drell said before quickly turning his head. "Uh... Excuse me... I have allergies."

"Are you crying?" Patch asked him.

"Nope... Uh... I dropped my pencil." Drell said.

"Uh-huh." Mo smirked.

Drell soon sniffled and the others came beside him to see him crying. "You're all grounded!" he then told them for seeing him cry. "You all have to write 10,000 word essays on the history of Equestria due Monday!"

"But Drell, it's almost Spring Break," Cherry replied before mumbling. "It'd be more punishment if you and Hilda came as chaperons." Cherry soon realized that she just gave Drell a better punishment idea.

"Thornton is grounded, but he can come on the field trip if he takes his sister along..." Drell soon smirked, putting his hand to his chin. "All right, I'm going!"

Cherry flopped on the floor. "Why did I say that?!" she then groaned. "All right... But I'm inviting Lionel!"

"Fair enough," Drell told her. "Wait, Cherry Lionel, isn't part of this universe, remember?"

"Hmm... Well, he isn't gonna be too excited to hear that..." Cherry said. "But okay! No lovey dovey stuff around me!"

"No promises." Drell said to her.

"Uh, Cherry, Drell's right, Lionel isn't part of this universe." Patch said as he showed her a random script.

Cherry swiped the script and took a look, adjusting her glasses. "...But I promised him he could come along to make up for not being in this Equestrian adventure!" she then said.

"When did you tell him that?" Mo asked.

"In the other-Ugh... Brain cramp..." Cherry soon groaned.

"Don't worry, small fix," Drell said before using his magic in a snap. "There now Lionel is part of this universe and her future is changed as she's now no longer with Forte while he's still her music teacher."

"My head hurts so much right now..." Cherry said, lying on the floor, holding her head.

Drell patted her on the back to help get her through it. "Poor thing... Let's get you home before you crack." he then suggested.

"Please." Cherry agreed with a groan.

They all shared one last big group hug and soon, Atticus, Cherry, Mo, and Patch were sent back home from Drell.

* * *

Applejack then took the Williams siblings over to Sweet Apple Acres to get moved in, though Danny and Molly were still depressed over what had happened. Megan knew that it would take sometime.

"Oh, hi, Applejack, you bring over some friends?" Martha smiled to the country mare.

Applejack soon took her boyfriend's mother in private to talk about what had happened.

Martha cupped her muzzle. "The poor dears..."

"Ah know, and Ah know that it'll take some time for them to adjust." Applejack said.

"I'm sure, dear, I'm sure..." Martha nodded, putting her arm around her.

Applejack smiled to that, appreciating the help.

"Are you Applejack's mom?" Molly asked.

"Oh, no, dear," Martha smiled. "My name is Martha Kent. I live here with the Apples, my husband Johnathon and our son, Clark."

"Then is she one of the mares in the kitchen?" Danny asked.

"I'm sure of it," Martha smiled. "Come on in."

The Williams siblings soon came into the house, looking all around.

"Reminds me a lot of OUR house." Molly said to Megan and Danny.

"Yeah, a little bit." Megan replied.

And where they soon saw Danny was right. Pear Butter soon came in with Martha.

"She reminds me of Mom already." Molly whispered, referring to Pear Butter.

"This is Applejack's mother," Martha introduced. "Pear Butter."

"It's nice to meet you, ma'am." Megan said.

"Nice to meet you too, dear," Pear Butter replied. "Now, who are you all?"

The William siblings each took turns introducing themselves to Applejack's mother.

"Lovely names," Pear Butter said to them. "And welcome to our home. Oh... You all remind me so much of the old days when Bright Mac and Ah became a family..." she then smiled, seeing them as younger Big Mac and Applejack with Apple Bloom as a baby pony before her and her husband's demise until they were recently brought back from the power of love.

"Aw." Molly smiled.

Bright Mac soon came in, reminding the Williams siblings of their father as it seemed like this couple was a lot like their own parents which made them feel a bit happier and more at home with the Apples.

"Ah'm gonna need a bigger house." Granny Smith commented.

"Hmm..." Megan hummed as she looked at her necklace.

The Williams soon began to settle into the Apple family farm. Krypto and Winona came out to see that they had company.

"Hey, I'm not done with you two yet!" Clark said, running in, seeming to be soaking wet with soap and water before looking over. "Oh, hello there."

"Hello, uh, do you need help getting those two a bath?" Megan asked.

"I could use it," Clark replied. "I'm Clark."

"Hi, Clark, I'm Megan." Megan smiled to him.

Clark smiled back before going to give the dogs a bath with Megan's help. In which, it had proved to be a bit of a challenge with the hooves.

"You'll get used to it." Clark smiled.

Megan smiled back to him. Danny and Molly wandered around the farm a bit until they ran into Apple Bloom, Sweetie Belle, and Scootaloo who were all hanging out until they all met and greeted each other, and the CMC decided to recruit the younger Williams siblings as new Crusaders, and where they were going to help the younger Williams siblings find out what their cutie mark is.

* * *

Meanwhile, the others were back home, they went to the local hangout spot in Greendale where they usually hung out after school like with Sabrina, Harvey, and Maritza.

"Well, we didn't exactly kill Sombra, but here's to Cherry for standing up to him at long last!" Patch proclaimed as they all shared milkshakes together.

"To Cherry!" Atticus and Mo smiled.

"Oh, come on, you guys, I don't deserve this special treatment..." Cherry said bashfully.

"Yes, you do; you stood up to Sombra!" Patch beamed.

Cherry smiled bashfully, rubbing her arm to them.

"It took courage, Cherry," Atticus smiled, hugging her in one arm. "I'm real proud of you."

"I'm proud of you too, Cous." Mo smiled at Cherry.

Cherry beamed a bit to them while sipping her milkshake while they celebrated their victory from another Equestrian adventure.

"Now the only question is what will happen to the remains of the Tree of Harmony?" Mo said.

"Hmm... That's a good question..." Cherry replied. "I'm sure Twilight and the others will think of something though. We should think about our upcoming vacation."

"Yeah." Lionel smiled as he appeared out of nowhere.

"Oh, great." Cherry said.

"Hey, what's going on?" Lionel smiled to Cherry.

"Planning for Spring Break." Cherry told him.

"Awesome Sauce!" Lionel beamed.

Cherry glanced to him. Lionel came to hug her, but soon pouted.

"Go ahead." Cherry rolled her eyes.

"Yay!" Lionel beamed, hugging her instantly.

"Eh, I love the guy, but at times he can be a bit-" Cherry started.

"Much?" Lionel guessed.

"...Yes." Cherry replied.

"Oh, boy! Do I win a prize?" Lionel beamed.

Cleo soon mewed and hissed out of Cherry's backpack.

"Killer cat!" Lionel yelped and ran off as Cleo began to chase him like she was chasing a mouse.

"Like I was saying, he can be a challenge, but I love the guy." Cherry told the others.

"Good thing Forte's alright just being your friend." Patch told her.

"Yeah, I guess..." Cherry mumbled.

"Same with Thor," Atticus said. "Even though you guys had a lot of fun on your date after that time with the Muppets."

"It was not a date!" Cherry cried out in annoyance.

"Okay. Okay." Atticus said.

Cherry nodded firmly as she sipped her milkshake with gusto. Lionel yelled out, crying out for Cherry to call of Cleo, but it didn't seem to work, so everyone went back to planning for Spring Break this year. Cherry glanced over and decided to put a stop to the chasing for right now.

The End


End file.
